Dormant - The Discordian's Daughter, Book I
by PumpkinPatch2014
Summary: Between the events of The Return of Harmony and Keep Calm and Flutter On, the daughter of a once-famous Equestrian Alchemist is discovered in the basement of her father's home, still alive and still young. Twilight must unravel the mystery as to what her father was up to, and why he imprisoned his only daughter. Author's Note: Originally Posted on FimFiction, Dec 2012 - Aug 2013
1. Chapter 1

She was awakened by a loud thud. It was followed by another, and then another. As the sounds continued, the time between each sound decreased and the volume grew louder.

While the noise was very alarming, the pony soon discovered that it was the least of her worries. She was certain that her eyes were now open, but she saw nothing. She turned her head left and right, hoping to get her bearings. Nothing.

Her heart began racing. She quickly escalated from turning her head to moving her entire body. No part of her was restrained, but that did little to relax her because she also noticed there was no floor. She was floating, though she couldn't tell in what exactly. When trying to move her body, she felt resistance, as though she were swimming in water, but this couldn't have been water. If it was, how was she breathing?

The pony was too terrified to care. Whatever it was she was floating in, she wanted out of it. She pushed forward in an effort to swim out, but this effort was quickly halted. Only a few inches in front of her, her head collided with a wall. She desperately moved her hooves up and down this newfound surface, hoping to find either an ending point or a place where she could break through. Nothing. The wall had no openings or obvious weak points. It was smooth and completely solid. She concluded it was made of glass, but it was very thick and resisting her efforts with ease.

She spun herself around hoping that the area behind her would be different, but it wasn't. Moving forward in this direction yielded the same result: a run-in with a thick piece of glass. Her panic level rose even higher. She turned herself to the left and to the right, pushed herself upward and downward. It was useless. There was glass in every direction, only inches from her starting point. These were not merely glass walls. They were part of a giant glass container, and she was on the inside.

The pony was no longer able to think rationally. She pushed forward and pounded on the front glass as hard as she could and screamed with all the force her lungs could muster. Her screaming made no sound, however. It felt like whatever she was swimming in was muffling her voice, but she kept trying anyway, all the while pounding and pounding on the glass. The noise she was making was almost drowning out the thudding sound that was still coming from overhead, whatever it was...

"This is the worst whack-a-mole game I've ever played!" declared Pinkie Pie.

"That's because it's a butter churn, Pinkie," said Spike.

"Excuse me, Pinkie, but could you not fool with anything in here? Some of these things are really old," a concerned Mrs. Cake asked politely.

"Okey dokey!" replied Pinkie as she took her hooves off her whack-a-mole game's churning staff. "I won anyway."

"'Finally!" yelled Rainbow Dash. "You've been pounding on that thing for five minutes! I've never had a headache this bad!"

"Oh it wasn't that long," said Twilight. "I think you're just grumpy."

"Grumpy? I'm not grumpy! Why would I be grumpy?" said a very grumpy Rainbow Dash.

Twilight laughed. "It's okay. I understand. I know that touring the home of one of Equestria's greatest alchemists is not your cup of tea. Of course, neither was it _my_ cup of tea when I went to your Stunt Flyer's award ceremony last week."

"How could you have _not_ liked that? It was awesome!" Rainbow Dash asked.

"Well, there was no flying and there were no stunts, just some ponies I've never heard of walking up to a podium and getting awards that I never head of before." Twilight answered bluntly.

Rainbow Dash opened her mouth to argue back, but then instead sighed and conceded. "I know." She paused, and then smiled. "I'm still glad you went with me though."

Twilight returned her smile. "No problem. And since you agreed to come see Professor Voidsdale's house with me, I'd say we're even."

"A deal's a deal," Rainbow agreed.

Twilight couldn't believe how hard it was to get ponies to go with her to see Professor Voidsdale's home after Mrs. Cake invited her. She could only get Rainbow Dash to come along by playing the you-owe-me card. Pinkie only agreed to come because her boss, Mrs. Cake, was to be their tour guide. Rarity said she couldn't go because she had to get ready for an upcoming fashion trade show, a trade show that Twilight was pretty sure had happened last week. Fluttershy said that Angel was sick with faux pox, an illness that Twilight had never heard of before and in fact sounded made up. Then there was Applejack, the keeper of the Element of Honesty, which Twilight noticed never stopped her from dodging questions.

All of this made her grateful for Spike, who agreed to come with her without any hesitation. He was truly the most loyal assistant — and friend — she could have hoped for.

Still, now that she was actually in the house she realized almost any pony not in love with history like herself would be bored with it. Nothing in the room was very eye-catching. The walls were an empty white with patches of dull brown bricks here and there. The floor was plain, gray stone. There was an old stove sitting behind the counter at the front of the room they were in, but it was very worn, rusted, and dull as was the rest of the kitchenware around it. The only other object in the room besides the butter churn was a wooden china cabinet that stood along the wall at the back of the room. Inside the cabinet there was some gold - or at least gold-painted - china, but it had long since lost its luster. Alchemists were known for having a fascination with gold and, since Professor Voidsdale was a wealthy pony, Twilight thought that his estate would be covered in it. This wasn't even remotely the case.

Sadly, the most visually interesting thing in the room was the painting of the Professor himself hung on the left-hand wall and even that was faded and depressing. The painter hadn't picked a very exciting pose for his subject. It was just a plain view of the professor from the shoulders up. He was old and gray with a blonde mane that was starting to fade. He wore bifocals in front of his big yellow eyes and what looked to be a red sweater vest on his torso. His smile was small and a little crooked, as if he wasn't sure if he should be smiling.

Regardless, Twilight decided that she herself should be smiling. It was nice of Mrs. Cake to give her and her friends their own personal private tour of the Professor's estate prior to it being open to the public.

Twilight turned to her party's host. "Thanks for giving us this pre-tour, um, tour, Mrs. Cake. I think it's great that you volunteered to be a guide here."

"Thank you, Twilight, and you're welcome," Mrs. Cake replied. "You were the first pony I thought of when I signed up for this. I know you're a big fan of Professor Voidsdale just like me so I knew you'd love this. And management said it would be okay so you're not imposing or anything."

"Well, I don't know if I'm specifically a fan of Professor Voidsdale, but I love Equestrian history and alchemy and he's a big part of both," said Twilight. "My guess is that you're more of a fan of him as a baker and not as an alchemist."

Mrs. Cake laughed. "Oh not necessarily. I actually enjoy learning about alchemy. It's not that different from cooking really. I mean it's no wonder so many alchemists were also chefs or bakers."

"Hmmm. I suppose not," Twilight agreed.

"So, what was it that this professor did that was so important, anyway?" interrupted Rainbow Dash.

Twilight smirked. "I guess this was yet another history class you slept through, Rainbow?"

"Um, maybe," said Rainbow Dash while scratching the back of her neck.

Mrs. Cake laughed. "Well, to get you up to speed, Rainbow Dash, why don't I give you the introductory speech I have planned for the tour?"

"Hmm, I'd like to hear that," said Twilight.

"Oo! Me too!" said Pinkie Pie.

"Sure. Why not?" said Spike

Rainbow Dash sighed. "Fine."

Mrs. Cake turned around and walked behind the counter at the front of the room, then faced her audience and cleared her throat.

"First of all, welcome, everypony, to the estate of Professor Nolan Voidsdale. The professor lived in this home during the latter part of his distinguished career, around the time our Princesses Celestia and Luna began their reign. It was in this very place that he discovered many of the formulae alchemists still use to this day, including his most famous discovery, geenidye..."

Rainbow Dash nudged Spike and whispered "Hey, what's geenidye?"

"No idea," whispered Spike.

"Unfortunately," Mrs. Cake continued, "when the professor passed away, he left his home in a very poor state and Princess Celestia had it condemned. However, she decided not to have it demolished for the sake of preserving Equestria's history. Then, just a year ago, the Equestria Historical Society finally convinced her majesty to allow this home be restored to a structurally-sound state and open it up for everypony to see. Thanks to their efforts, we are now able to give you a better glimpse into the life of one the most brilliant minds in pony history."

Mrs. Cake paused. "How was that?"

"Yay!" said Pinkie Pie as she started clapping. "Go Mrs. C.!"

"Hmm. You're a pretty awesome speaker, Mrs. Cake!" said Rainbow Dash.

"I agree!" said Twilight. "It got me excited all over again about what we're going to see in this place."

The pony pulled her hooves away from the wall of her prison, and ceased her shouting so she could catch her breath. Her body and her throat were both sore, and her mind began slipping from panic into despair. She was trapped, possibly forever. Her body began trembling and she could feel tears trying to form, but the chemical she was submerged in wouldn't allow it. They dissolved instantly.

Silent and motionless, she floated in her cell for several moments, neither knowing what to do nor having the strength to do it. Her mind was making the reluctant, painful journey towards accepting her fate.

Then she heard something. It was faint, but it sounded like a short crackle, like the sound of...glass breaking.

Instantly snapping back to attention, she reached out with her hooves once again and touched the glass in front of her. Moving her limbs around, it only took seconds to find a small break in the wall, right around when she had been pounding on it. Quickly she centered herself around the crack and with a burst of adrenaline pounded on it repeatedly even harder than before. Soon there was another cracking sound, then another, and another. The sounds gave her all the encouragement she needed to continue pounding.

Then, at long last, a piece of the glass broke free and a hole stood in its place. She could feel the chemical inside the chamber escaping through it. There was no light coming from the opening and everything was still pitch black, but she didn't care. She aimed her legs directly below the hole, hoping to make it bigger. She succeeded. She then moved to the right of it and expanded the opening that way as well. The cloud-like substance was escaping rapidly now and natural gravity began to take over. She was sinking to the bottom of the container, but that didn't deter her. She continued striking at whatever area was in front of her, knocking out the glass piece by piece until the chemical completely escaped and her rear hooves reached the bottom of the chamber, this time supporting her on their own. With the strange mist now completely gone, she could breathe the real air coming from wherever she was. It was cold and stale, but given the circumstances, she thought it was wonderful.

Now that her hooves were on solid ground, she decided to change up her plan of attack on the remaining glass. Backing up as far as she could in the chamber, she tilted her head and charged at it. The glass shattered as soon as the headbutt made contact and she burst through the wall as if it were paper. For that short moment, it felt glorious.

She was very quickly thrust back into reality, though. The container she was in was, apparently, not at floor level and she tripped and collapsed onto the ground in front of it. She was already sore from pounding and headbutting glass and this unexpected meeting with a stone floor didn't help. She groaned out loud. The groan did little to relieve the pain, but she was happy about one thing: she could hear the groan.

"What is all that noise?" Pinkie asked after she and the others heard a series of alarming shattering sounds followed by a very disturbing groan.

"I-I don't know," stammered Mrs. Cake.

"Is there still some restoration going on, Mrs. Cake?" Twilight asked.

"No. The workers were done last week," she replied. She paused for a moment, then raised a question. "Did-did that groaning just now sound like a pony to you?"

"I thought it sounded like a Ghostie!" said Pinkie Pike.

Everypony's eyes widened, Spike's especially. "Please don't say things like that, Pinkie!"

"Oh don't be such a scaredy-dragon," said Pinkie Pie. "Ghosties don't have to be scary." Pinkie's voice turned singsong "When I was a little filly and the sun was going do—"

"—Don't. Even. Start," interrupted Rainbow Dash as she covered Pinkie Pie's mouth.

Pulling herself off the floor wasn't easy. She felt like she had just been in a fight, a fight that she had lost. Every part of her body was telling her to stay on the floor and rest, but her mind knew better. Falling asleep in an unknown place that you can't see is never a good idea. She had hoped that once she broke out of the glass, she would be able to at least see the room around it, but such was not the case. It was pitch black in every direction, and she was forced to rely on her other senses.

From her collision with the ground, she had learned the hard way that it was unquestionably stone. Once she was on her feet, the sound of her hooves making contact with the surface beneath her confirmed this.

She didn't detect any striking smells, but the air flowing through her nostrils was dusty and dry. Wherever this place was, it was very old.

Her ears didn't hear anything, either. Other than the sounds she had been making herself, the room was uncomfortably silent. She did notice, however, that no sound she made had an echo of any sort. Not only was this place old, but it was small and enclosed.

The pony began walking forward, which was just as difficult as standing up in the first place. It's true that she was sore from breaking out of her glass chamber, but there was something else, too. Her legs were wobbly and difficult to balance on, as if they were long out-of-practice. Also, she kept stepping on something, something thin and thread-like. After feeling several tugs on her head, she concluded it was her own hair.

Moving very slowly, she made her way forward, completely blind. She was surprised when, after several paces, she didn't run into anything. The path seemed to be clear. Not only was this room old, small and confined, but it was also, so far, empty.

"Oof!" She exclaimed after she walked head-on into a large, wooden object. It wasn't quite enough of a hit to knock her down, but it was nonetheless jolting. What was more shocking, however, was the eerie squeaking sound it made, that and the sound was soon followed by the feeling of a giant wooden object collapsing on top of her.

"Whoah! That one was even louder!" exclaimed Rainbow Dash..

"I can't tell where it's coming from, either," said Mrs. Cake while looking around the room for the sound's source. "It sounds like the noises are coming from all around us!"

"Really?" asked Rainbow Dash. "Because that last one definitely sounded like it was coming from below us to me."

Mrs. Cake raised an eyebrow, "Below us? Are you sure?"

"Yeah," Rainbow Dash confirmed. "Maybe it's coming from the basement or something."

"Rainbow Dash," Mrs. Cake said, both of her eyebrows now raised, "this house has no basement."

The pony could now confirm that the heavy wooden object that had fell on her was in fact a bookshelf, though it was mostly empty. She felt a few books lying on the ground to either side of her, but none had actually hit her during the collapse. Of course, this didn't make the shelf itself any less painful on impact.

She was growing amazed at her own resilience. Despite everything that she had been through up until this point and all of the aches, scars and sore spots she had accumulated, she could still move, and she still had the will to do so. Her forelegs had very little wiggle room, but with what little space she had she managed to get her hooves on the top of one of the shelf's ledges near her head. Using that grip, she pulled herself up. After sliding upward as far as she could go, she felt an open space above her head. She was near the top of the shelf. With great difficulty, she re-positioned her hooves onto the new ledge that was now at head-level, and pulled again. Slowly, the pressure from the large piece of furniture dropped passed her face and she knew she was going to escape.

Continuing to slide forward, the pony eventually freed her head completely, followed by her forelegs. The wood scraped against her body as she used her hind legs to kick the rest of herself out. Finally only her rear hooves remained pinned down. Quickly, she yanked them out simultaneously and heard the bookshelf hit the ground.

Even though it was painful beyond belief, she rolled herself over to lay down in a more natural position for a pony. She breathed heavily while she tried to recover her strength, but it was difficult. That bookshelf had now made her chest sore as well. Every bone and muscle in her body was aching unbearably. Just the thought of standing up made her hurt even more. Still, she knew she couldn't just lay here. With every last bit of willpower in her, she reached out with her forelegs and slowly began to crawl.

Her belly rubbing against the stone floor didn't exactly feel comfortable, but she was glad to be feeling that instead of the pressure from a heavy bookshelf. And while she couldn't tell if she was making any progress inching her way forward like this, at least she wasn't running into anything

After crawling for what seem like an eternity, though, her front hooves made contact with another ledge of some sort. She flinched at first, desperately hoping it was not another shelf, but then she very carefully touched it again. It wasn't wood. It was stone, much like the floor. She moved her hoof above it and found another ledge, but it was indented far back from the first one. Her excitement and her hope began to renew themselves. It was a staircase! Quickly she hoisted herself onto what felt like the first step, then the next. Then she was further encouraged to find that there was another step after that one, and after she cleared that one, another. She gained more hope with each new step she found as she made her ascension. That is, until she hit her head on something.

"Ouch!" She said out loud as she grabbed her head with her hoof. After that particular pain subsided, she reached above her head to feel what she had run into. It was a flat, hard surface that stretched out of legs' reach in every direction. Her heart sank once again. The stairs apparently only lead straight to the ceiling. It was another dead end. She had escaped from two traps, only the find she was still confined.

But then she heard something coming from beyond the ceiling. It was faint and muffled, but it was very real. It sounded like voices.

She threw her front hooves upward and began pounding the ceiling just as hard as she had pounded the glass earlier. "Hey!" she screamed. "Somepony help me! Help!"

Everypony froze in place when they heard the horrible screams coming from below them. It was too muffled to make out what the voice was saying, but it definitely sounded like speech.

"It...it _is_ a pony!" exclaimed Mrs. Cake.

"It's coming from over there!" Rainbow Dash said pointing at the large china cabinet along the wall behind where they were.

Everypony walked over to the cabinet. The sound grew louder as they approached. Once they were right in front of it, the shouting sounded like it was coming from directly below them.

The group was in a state of stunned silence, but Twilight eventually took it upon herself to speak up. "Hello! Can you hear us?" She shouted at the floor.

The shouting went silent for a brief moment, but then started up again. The voice was still muffled and difficult to decipher, but Twilight noticed two words: "Help me.."

"She needs help!" shouted Twilight. She turned to Mrs. Cake. "Are you sure there's no basement? Is there any way to get down to her?"

"I didn't know about any basement until now. It's not in any of the floor plans!" She replied.

Twilight was struggling to think, but it was difficult. The muffled screaming was keeping the tension high. Something had to be done and done now. There had to be a way to get down there...

"What does this do?" Pinkie Pie said as she walked over to the cabinet. Nopony was really sure what she was referring to at first, but then Pinkie walked over to a very specific piece of china. It was a golden teapot, and the only one on its shelf that was still upright. She stared at it for a moment, but then decided to pull the spout of the teapot like a lever. After pulling it towards herself a few degrees, there was a loud click.

A rumbling began to shake the floor just below everypony's hooves. They instantly backed up and watched in shock as a large square piece of the stone floor started sliding back into the wall with a loud grinding noise. It revealed a black opening, a staircase...and one terrified pony.

Her body was an aqua, similar to Rainbow Dash, and she looked just about as young. Unlike Rainbow Dash, though, she had no cutie mark — unusual for a pony of her apparent age — and her mane was a solid green. The color was not the first thing Twilight and the others noticed about her mane, however. In addition to being very unkempt, it was long, very long, and spreading in every direction like vines. She layed there on the staircase, staring up at Twilight and the others with wide open yellow eyes, and huffing and puffing like she had just been saved from drowning. Her onlookers were too startled to say anything. All they could do was return her gaze. She continued breathing heavily for several seconds. Then, after one particularly long, exhausted exhale, her eyes closed and her face fell to the floor. After that, she stopped moving.

Shaking off the initial shock, Twilight rushed over to her. "Are-are you okay?" There was no response. She timidly touched the pony's back, then turned to others. "She's still breathing. I think she just fainted. Could somepony help me get her up?"

Without saying anything, Rainbow Dash flapped her wings and floated over to the unconscious mare. Putting her two front hooves under the pony's forelegs, she got a grip and lifted her off the ground, carrying her to the counter at the front of the room where Mrs. Cake had given her speech. The pony's long, disheveled hair dragged along the ground for the duration of her flight.

Rainbow Dash gently laid the pony on the counter face-up while letting her hair hang off the sides of it like icicles. The others gathered around her. The counter was too high for Spike to see over so he jumped on Twilight's back to get a better look. "Wow! she's a mess!" he observed.

"No kidding," said Rainbow Dash. "I've never seen this many bruises and scars on one pony before."

"I hope she's okay," said Twilight.

"Is there anything we can do for her?" Asked Pinkie Pie, turning to Mrs. Cake.

"Well, we have a first aid kit here of course, but I'm afraid she may be a little past that." She thought for a moment, then continued. "Oh! But there's a hospital just down the street from here. They should be able to help."

"Rainbow, how, uh, heavy is she?" Twilight asked. "Do you think you could carry her all the way there?"

"Sure. No problem," Rainbow Dash answered.

"Thank you," replied Twilight looking directly into Rainbow Dash's eyes. "You're doing her a big favor."

Again without saying a word, Rainbow Dash gripped the pony and lifted her up, this time carrying her towards the door. Mrs Cake walked over to open it for her.

Twilight was about to follow her Pegasus friend out, but then her eye caught another glimpse of the hole the strange pony had crawled out of. She called out to Rainbow Dash. "I'll catch up with you in a bit. Somepony needs to make sure there's nopony else down there."

"Okay. Go ahead," said Rainbow Dash as she was about to exit the doorway. "I can get her checked in."

"Thank you," said Twilight once again.

"I should go with you too," said Mrs. Cake. "After all, I work here and my bosses are going to be asking questions. And besides, there was something... familiar about that pony and maybe what's down there will help me jog my memory."

"I'll go too!" said Pinkie Pie.

"Are you sure, Pinkie? I don't know what's down there," said Twilight.

"Oh come on!" said Pinkie Pie, smiling. "You know I've gone with you through worse."

Twilight smiled. "Yes you have. Thank you."

Twilight turned head to take a look at the little dragon on her back. "How about you, Spike?"

"I'm on your back so I'm going wherever you're going," said Spike.

Twilight's smile grew. Nopony knew what to expect down there but everypony was willing to take the risk with her. She turned her head back toward their destination. "Thanks everypony. Let's go!"


	2. Chapter 2

The staircase was only wide enough to fit one pony at a time so Twilight, Spike, Pinkie Pie and Mrs. Cake traversed it single-file with Twilight leading the way. The opening didn't leave much head room and all of them had to lower their heads to proceed. Spike was forced to dismount Twilight and join the others on the ground.

Their view quickly darkened as they descended. The light from the main floor only went so far and most of this lower room, whatever it was, was black as night. Twilight used her magic to illuminate it. Her horn worked better than any candle and soon everypony was able to see a majority of the room, though the back portion remained dark.

It was a small room, but nonetheless odd. The floor, the ceiling, and everything in between was coated in bright, clashing colors. Part of one of the walls was red, the next part orange, and the part beyond that pink. The stone floor was painted seemingly at random with streaks of blue, magenta, peach, neon green and various other shades. There was no clear pattern for anything. Colors simply started and stopped at whatever point they wished as if the room's painter did his job blindfolded.

"Whoah!" said Spike as he took the sight in. "What is this place?"

Twilight looked around. The room was rectangular in shape, with bookshelves lining both of the longer walls. One of the bookshelves was toppled over. A few books were scattered around it on the floor. There were also small end tables placed beside each of the shelves. On these end tables were beakers, vials, and even burners. The shelves themselves also housed a few beakers in addition to their sparse population of books. Some of beakers even still had liquids in them.

"I think this was a lab," Twilight said out loud.

"A lab?" said Mrs. Cake. "But Professor Voidsdale's lab is upstairs just beyond the kitchen. It was the next part of the house I was going to show you."

Twilight walked over to one of the books next to the collapsed shelf to examine it, but as she moved forward and the back of the room became illuminated by her horn, something else caught her attention, as well as Pinkie Pie's.

"What is _that_?" shouted Pinkie.

Twilight didn't have an immediate answer. On the back of the wall was large glass tube, twice as tall and wide as her. There was a large hole in it and shards of glass littered the surrounding floor.

"Was-was this where she came from?" Twilight questioned aloud. "She was trapped in a glass tube in the basement?"

"How horrible!" said Mrs. Cake. "Who would do something like that?"

Twilight turned to her former tour guide. "Mrs. Cake, do you know anything about the ponies who restored this house? Were they, you know, on-the-level?"

"They were approved by Princess Celestia herself," answered Mrs. Cake, "and they were done very quickly. I don't think they would've had time to build something like this."

Spike started tugging on Twilight's leg. "Um...Twilight?"

"What is it, Spike?" She asked him.

Spike pointed to a portrait hanging on the wall to the right of the fallen bookshelf and directly above one of the end tables a few hooves behind Mrs. Cake. Twilight's eyes widened as she gasped. She had noticed the portrait when she first observed the room from the staircase, but she hadn't paid attention to what it was a portrait of. Now, with her light shining directly on it, she couldn't believe that she had missed it.

Despite it being a painting, it more resembled the artwork from the stained glass windows in the royal palace, in particular the window with that depicted a certain familiar creature. That same certain creature was portrayed here in the same caricatured style. It had the head of a pony, one antler of a ram and another antler of a deer, and a body made up of all sorts of other things.

And the onlookers knew this creature's name all too well: Discord.

"I-I don't believe it..." stammered Mrs. Cake.

"Professor Voidsdale was a Discordian!" exclaimed Twilight. Her astonishment was palpable. Everything she had learned about the professor suddenly felt irrelevant. Until now she had only thought of him as a genius and important figure in alchemy. She didn't know what to think anymore.

"What's a Disco-Dan?" asked Pinkie Pie.

"_Discordian_," Spike said, correcting Pinkie. "He was a Discord worshiper!"

Pinkie covered her mouth with her hoof, trying to contain a gasp.

Twilight approached the picture. As she crept closer, she could see there was a small sign below it. It read:

_There are no rules. Anywhere_.

Her eyes lowered off the painting itself to see what was on the table below it. There were two items on it: a thick, heavily-worn book and a small framed picture. And as soon as she laid eyes on this smaller picture, she gasped again.

"What is it, Twilight?" said Spike, who was right beside her, but too short to see what she was seeing.

"But that's not possible!" Twilight said as she picked up the picture and handed it to Spike.

Spike took the picture from Twilight and looked at it. There were two figures in the picture. One of them was Professor Nolan Voidsdale, looking very much like he did in the larger picture in the kitchen, though his timid smile was a little wider and more confident. In this picture, however, there was somepony else beside him. Standing next to the professor was a much younger female pony. Her body was aqua, her eyes were yellow, and her green, unkempt hair was streaming down both sides of her face.

"That's her!" Spike exclaimed.

Pinkie Pie and Mrs. Cake walked closer to look at the picture. As soon as she saw it, Mrs. Cake's eyes widened. "Oh my. It-it all makes sense now! _That's_ why she looked familiar!"

"What do you mean, Mrs. Cake?" asked Twilight.

"Her name is Willow," Mrs. Cake answered, "Willow Merrymane Voidsdale. She was, er, she _is_ the Professor's daughter."

"The one that disappeared?" Twilight asked.

"Yes," replied Mrs. Cake. "I've never seen a picture of her before, but I read a book a long time ago that described what she looked like. She matches the description perfectly!"

"But...wouldn't she be a really really _really_ old mare by now?" asked Pinkie Pie.

"She certainly would," Twilight said as she turned and focused her horn's light once again on the shattered glass tube. "But I think this might explain why she isn't. I think he sealed her in there, probably with some chemical he made to keep her preserved all this time."

"Ooo! You mean like this one?" exclaimed Pinkie Pie.

Twilight turned to Pinkie and saw she was holding a syringe with a strange blue liquid inside it. "Where did you get that?"

"From the chest next to the tubey thing!" Pinkie answered.

Twilight looked at the tube once again. Sitting open on the floor next to it was a small wooden chest. Placed next to the larger, much more prominent glass chamber, Twilight hadn't noticed it until now.

She walked up to the chest and looked inside. The chest contained many more syringes like the one Pinkie Pie was holding, all of them with the same liquid inside them. It looked like a filly's crayon box, except that all the crayons were blue and sharpened to a skin-piercing point.

Spike was looking in the box as well. "So he just took his own daughter, stuck her with a bunch of needles, stuffed her in a tube and just left her down here?" he huffed.

"I know, Spike," said Twilight flatly, "It makes me mad too. I really don't know what to think of the Professor now. Why did he do this to her? What was going on down here?"

Twilight's own words made her remember that there was a book on the table where she got the picture of Willow that might have been able to answer her question. She turned around and returned to the table, blew the dust off the old book and opened it. Flipping through the pages, she saw that the entire book was hoof-written. Every page was filled from beginning to end with writing and there were crude pictures and mathematical formulae scattered throughout. Several pages had dates listed on them. She decided to turn back to the first page and look at it more closely. She was able to confirm her suspicions on the very first line:

_This is the journal of Professor Nolan Voidsdale, Alchemist and humble servant to the Lord of Chaos._.

"Well," Twilight said out loud, "it looks like we'll be able to find out what he was up to. This is his journal."

She turned to Mrs. Cake. "Would it be okay if I took this book and the picture home to do some research?"

"Well, once I tell management about this room, I'm sure they will want Equestria's best scholars to study everything in it," Mrs. Cake said. Then she smiled. "So I think you're the perfect pony to start with! I'll let them know. I'm sure they won't mind if Twilight Sparkle takes a few things for research."

Twilight blushed a little. "Thanks, Mrs. Cake."

"You're welcome. Is there anything else you think you should take?" she asked.

Twilight looked around the room a little, then answered "The box of syringes."

"Why do you want those?" asked Spike.

"Well, I don't know exactly what they're for," Twilight explained, "but the fact that the box they were in was right next to the tube Willow came out of and in such large supply makes me think that maybe they're something that she needs."

"You might be right," said Mrs. Cake. "Anything else you need?"

Twilight looked around again briefly and concluded, "I think that'll be all for no—"

"Take this too!" Pinkie interrupted Twilight while shoving another book in her face.

"What is this, Pinkie?" said Twilight as she took the book from Pinkie. She looked at the cover. The title read _Cooking with Chaos: Discordian Delicacies_.

Twilight sighed. "A cookbook, Pinkie?"

"Yup!" Pinkie Pie exclaimed. "It's got tons of neat dessert recipes, like this one!" She yanked the book away from Twilight, flipped to a very specific page and showed it to her friend.

Twilight looked at the recipe on the page. "Discordian Pie?"

"It's a pie that changes flavor every time you bite into it! So, like, the first bite may taste like cherries but then the second bite could be like pumpkin, and then the third bite like key lime! Oo! and then what if the next one was pecan, and the next one—"

"I see," Twilight interrupted as politely as she could.

"Hmm...that _does_ sound interesting, actually," said Mrs. Cake. "Tell you what, I don't want to take anything out of here if we don't need to, but if you could copy down that recipe maybe we could—"

"Done!" shouted Pinkie Pie as she produced a piece of paper with the entire recipe meticulously copied onto it and showed it to a very surprised Mrs. Cake.

"Well I guess that's settled," said Twilight. "Anyway, now that we have everything I think we should catch up to Rainbow Dash at the hospital." Her tone became more serious. "I hope Willow is alright."


	3. Chapter 3

"How's she doing, Rainbow?" Twilight asked as soon as she, Pinkie Pie, and Spike entered the waiting room at the hospital.

It was a rather plain room, with beige walls and blue carpeting. Chairs were complemented by a water cooler next to each wall along with a magazine rack. Rainbow Dash was sitting in the seat closest to the check-in window on the far side of the room. She was reading a magazine when the rest of the group walked in.

"I don't know," she replied, "but they're sure taking their sweet time."

"Well, she _was_ hurt pretty badly," Twilight reminded her, "I'm sure whatever the doctors need to do is going to take a while."

"Yeah. I know," sighed Rainbow Dash as she lowered her reading material to look at her friends. She quickly noticed that one was missing. "Hey, where's Mrs. Cake?"

"She stayed behind to tell her managers about this situation," explained Twilight, "There weren't any other ponies in that basement but the room itself was quite, um, interesting."

"How do you mean?" asked Rainbow Dash.

Pinkie Pie quickly jumped into the conversation. "The room was painted all these weird colors and there was a _big_ broken glass tube in the back and there were needles and this _super_ yummy pie recipe and oh there was this journal and it says that Professor Voidsdale's an accordian!"

Rainbow Dash stared at Pinkie with a raised eyebrow.

"Uh, _Dis_cordian, Pinkie," Spike said correcting her once again.

Rainbow Dash blinked but otherwise her expression didn't change. "Still confused."

"Professor Voidsdale was one of Discord's followers!" Twilight clarified.

"What!?" exclaimed Rainbow Dash..

"I know! I'm just as surprised as you," said Twilight. She then continued to explain what she and others found down there, how the room was a second lab apparently dedicated to the Professor's Discordian activities, how they found a shattered glass tube in the back that the pony they met on the staircase had escaped from, and how that pony, Willow, was Professor Voidsdale's daughter.

"Wow!" is all Rainbow Dash could say. She went silent for a moment. At last, she said "So...if she's the daughter of a Discordian, isn't that, you know, gonna be a problem? I mean, what if she's still on Discord's side?"

"I thought about that, too," said Twilight, "But just because her Dad was a Discordian doesn't mean she is. Besides, he did apparently stuff her into a big glass tube and left her in his basement."

"True. I'm sure she _loves_ him for that." said Rainbow Dash sarcastically.

"Still, we won't really know anything about that until the hospital releases her and we ask her ourselves," Twilight said.

"Yeah. I guess not," Rainbow Dash agreed, "Well, I guess it's time to get back to the waiting game."

She picked up the magazine she had been looking at and resumed reading. Twilight decided to sit in the seat across from her. Almost instinctively, Spike took the seat next to her. Pinkie Pie decided to sit to sit right next to Rainbow Dash.

In nearly synchronous motion, Spike and Pinkie each grabbed a nearby magazine to pass the time. Twilight, on the other hand, decided to use her horn to levitate Professor Voidsdale's journal out of her satchel.

She started from the very beginning, at the sentence she had read before.

_This is the journal of Professor Nolan Voidsdale, Alchemist and humble servant to the Lord of Chaos._

_Wow. It feels good finally being able to write that again. I've had to keep my mouth shut about that for so long I about had an identity crisis. They've been hunting us down like timberwolves since the master was turned to stone by those contemptible alicorns. So far, I've managed to stay out of sight. Granted, I had to take a few drastic measures. I had to move far away from Las Capellas. The alicorns' soldiers were swarming like parasprites there. Still, I really miss that town. If things could go back to the way they were, I would return to that city in a heartbeat._

_I decided to move to the northeast. That may sound like a stupid idea since that's the region where the alicorns have decided to reign from, but it's actually ingenious, just like everything I do. They think this place is safe and secured. Therefore, they won't be on a witch hunt for people like me. I just don't tell them who my master is and they don't ask. Ah, the ol' hiding-in-plain-sight trick never fails. I mean, I'm not even trying to keep a low profile. In the last few months I've been here I've proudly and openly practiced my baking and even my alchemy. So many ponies have complemented my cakes and pies that I'm thinking about setting up a bakery and a group of alchemists up here who are trying to put together a society for ponies of the trade want me to be among its founding members!_

_That's all well and good, but my true goals here are altogether different. Of course, if I told the citizens what those goals were I would be imprisoned for sure, so I have to keep my ambitions buried, literally. I arranged to have this second laboratory built underneath my home. I told the workers and anypony else who asked that I was just putting in a storage cellar, another stroke of genius by yours truly. Nopony batted an eye at it and nopony asked about it. As far as they're concerned, it's just a boring, dusty cellar._

_My guests didn't even ask where the door to it was after it was finished. Just to make sure, though, I did a little construction work of my own and made the entrance to it look like any other part of the floor and wired the opening mechanism to an inconspicuous teapot in china cabinet. A teapot! You would have to be the most random thinker in the world to even consider unlocking a door with a teapot!_

_Anyway, now that this "cellar" is set up and secured, I can get to my real business..._

"Excuse me, Ms. Dash?" a nurse called out from the doorway leading to to the doctor's office.

"Ugh. I hate it when they call me that," Rainbow Dash mumbled to herself. She put the magazine down and walked over to the nurse. "What's up?"

"Well, uh, your friend is ready to be released," she began timidly, "but, well, there are a few things the doctor would like to discuss with you before you see her."

"That doesn't sound good," Twilight said aloud as she and the others put down their diversions and walked over to Rainbow Dash and the nurse.

"Um, I'm sorry. What are you here for?" the nurse asked Twilight.

"Oh. they're all with me," said Rainbow Dash, "They should probably hear whatever the doctor has to say too."

"Oh, um, very well," the nurse agreed.

The group followed the nurse into a typical doctor's office, complete with a counter, a sink, a stock of medical supplies, a second door leading to other parts of the hospital and of course an examination table. The doctor was standing by the counter. Willow was nowhere in sight, however.

The doctor was looking very intently at a clipboard when the ponies walked in. It was a few seconds before he even acknowledged their presence. "Hello, Ms. Dash," he said, not looking up.

Rainbow Dash had just been called "Ms. Dash" again, but this time she brushed it off. "Hello, sir. Um, the nurse said you had something to say to me about my friend." she answered.

The doctor exhaled slowly, as if bracing himself for something. He placed the clipboard he was holding on the counter and turned to look at her. He started slightly when he saw two other ponies and a small dragon standing next to her.

Rainbow Dash noticed his surprise. "Oh. They're all with me," she repeated.

"Oh. Quite alright." he said, then took another deep breath.

At long last, he spoke. "Well, first off let me say that your friend is going to be okay...physically. She's waiting in the next room. She had several minor injuries, but nothing at all serious. We had to put a few patches on her, but those spots should be healed by tomorrow. Her body's also very fatigued, but again she should be fine after a good night's rest."

Nopony gave a reaction to this, save for Rainbow Dash who asked "Um, what do you mean that she's okay 'physically'?"

"Well," the doctor continued, "Your friend also appears to be suffering from some form of...amnesia."

Everypony's eyes widened. "You mean...she doesn't remember anything?" Rainbow Dash asked.

"I asked her a series of standard questions." explained the doctor."She doesn't remember who she is, where she lives or — I'm sad to say — you, Ms. Dash."

The ponies and spike all lowered their heads and frowned.

"If I may ask, Ms. Dash, what kind of accident was this pony in?" inquired the doctor. "It would have to be pretty serious to cause head trauma like that."

Pinkie Pie spoke up. "Well, she was locked in a bas—"

"—a bookshelf fell on her." Twilight said cutting Pinkie off.

"Hmmm...I suppose that would do it if the shelf was heavy enough," the doctor speculated.

"Oh _very_ heavy," Twilight assured him, albeit with a sub-par acting performance. "So, what do you think we should do, doctor?"

"Well, I suggest that after she gets rested up that you try to jog her memory any way you can," the doctor recommended. "Perhaps you could do some of the activities that you normally do with her, or maybe have her meet some people who know her well."

"Ooo!" Pinkie Pie interjected. "Maybe we can throw her a party!"

"Well, I suppose that would be one way of doing it, yes," said the doctor with some hesitation.

"Woo-hoo!" shouted Pinkie Pie as she jumped up in the air. Her landing was followed by a few sprinkles of confetti of unknown origin slowly floating to the ground.

Nopony gave a reaction to this either, although Twilight did have to blow a piece of confetti away from her mouth. After doing so, she continued talking to the doctor, "So, how long do you think it will be before she gets her memory back?"

"Very hard to say," said the doctor plainly. "It could happen right away or it could take a very long time."

Twilight paused for a moment before responding. "We understand. Thank you for letting us know. May we see her now?"

"Of course," said the doctor. He then turned and walked out the only other door in the office.

Once he was out of earshot, Pinkie nudged Twilight. "Um, why did you stop me from telling him how we found her?"

"I just think it's best that nopony knows about that for now unless they have to," Twilight explained, "It's a very unusual circumstance and I think people would be afraid of her if they knew."

"Yeah, I'm with Twilight on this one," said Rainbow Dash.

"Me too," said Spike. "It wouldn't be a very warm Ponyville welcoming if everypony treated her like a weirdo."

"Exactly," agreed Twilight as she turned her head down to look at Spike. "We'll just tell everypony that she's a friend from out of town and they won't see anything weird about her at a—"

"Hey mare!" a voice said interrupting Twilight. She turned her head back to find the source and was met with the gaze of two large yellow eyes staring at her, only inches from her face.

Twilight gasped and fell backwards onto the floor.

"Oh, um, I'm sorry," said the voice, which Twilight could now see was coming from an aqua-colored pony with long, disheveled green hair. "Didn't mean to shake ya' up."

"Oh," Twilight replied, laughing slightly as she got back on her hooves. "I'm just glad you're alright, Willow."

"Willow? Is-is that what they call me?" the pony asked sheepishly.

"Of course, silly!" said Pinkie Pie. "That's your name, isn't it?"

"Um...is it?", the pony said.

"Wow. You don't even remember your name?" asked Rainbow Dash.

The pony shook her head. "The doc was askin' me all sorts of mumbo-jumbo 'bout me. I-I didn't know jack." She frowned.

"Aw, you don't have to be sad about it," said Pinkie Pie consolingly, "I don't know who Jack is either."

Spike sighed, "I...don't think that's what' she meant, Pinkie."

"Oh hey there!" said the pony, her tone lightening when noticed Spike. "I didn't see ya down there, little guy. You're a dragon, huh?"

Spike's chest stuck out a bit in pride as he confidently answered "Why yes, I am!"

Noticing how close Spike was standing to Twilight, the pony turned to her. "It's pretty cool that you have a pet dragon!"

"Hey! I'm not a pet!" said an offended Spike.

Twilight laughed, "No, he's my assistant, and my friend."

"Oh really? That's-that's pretty groovy too, I guess." the pony replied.

Rainbow Dash laughed. "_Groovy_? Wow, you _have_ been gone a long time."

"Uh, _been gone_?" the pony asked, puzzled. "Where was I before?"

"Well, it's a long story and honestly we're a little fuzzy on some of the details," Twilight explained, "but if you would come back with us to Ponyville, we can tell you what we know along the way and who knows, maybe we'll be able to jog your memory and you can fill in the gaps."

The pony paused for a moment before answering. "Well, seeing as I got nuthin' else to go on — nuthin' I remember anyway — I guess I can wrap with ya."

Twilight smiled along with the others. "Great! Well, let's get you checked out and we'll be on our way!"

"Sweet," said the pony. "Oh and that name you called me before, uh, Willow? Yeah we can stick to that. I kinda dig it."

After the ponies checked Willow out of the hospital, Twilight lead them in the direction of the train station. Halfway through the short journey, Rainbow Dash, who had been hovering above the rest of the group, flew down alongside Twilight and nudged her.

"Hey," she whispered, "Do you think it's a good idea to bring her to Ponyville so soon?"

"What do you mean?" asked Twilight.

"Well, ya know, we don't know what her crazy dad did to her yet and I was thinking maybe we should take her to the Princess first."

"I would, Rainbow," answered Twilight, "but Princess Celestia is in Coltropolis right now for that festival. She hasn't answered my letters in days. I'll definitely write her another one as soon as I can about this, but until she gets back I don't have much choice but to keep an eye on her myself for a while."

Twilight lowered her head. "Besides, I just feel bad for her. Her own Dad locked her up in a glass jar in the basement and left her there and now it looks as though he erased her memory too. I want to do what I can to help her, and I want to find out what was going on in that lab."


	4. Chapter 4

"Well, this is it!" Twilight said as her and Willow stood just a short distance away from the Golden Oaks library.

Willows eyes widened and her jaw dropped. She stopped breathing and froze in place.

"Um...are you okay?" Twilight asked.

"Mare...you live in a tree?" Willow asked.

"Oh. Well, yes. Yes I do," Twilight answered. She had almost forgotten herself. Since this was the home she had lived in for so long, she had almost taken for granted that it was made out of a large oak.

"That. Is. So. Far Out!" Willow exclaimed. She dashed towards the library like a filly who had just spotted an ice cream stand. She didn't make it far, though. Halfway through her gallop, a clump of her long green hair slipped under her hoof. She tripped and fell forwards, her jaw digging into the grass.

"Whoah there!" Twilight said as she caught up with her new friend. "Take it easy. You don't want to add any more injuries to the list. So, you like trees?"

Willow spat some grass out of her mouth as she lifted herself off the ground. "I love everythin' green, mare. Trees, grass, plants, I dig 'em all!"

"I thought you didn't remember anything." said Twilight.

"I don't," Willow confirmed, "but I know what I like when I see it."

Twilight laughed. "Well, it's a start."

The train ride home from the hospital had consisted predominantly of Twilight, Spike, Pinkie Pie and Rainbow Dash asking Willow questions and Willow answering nearly all of them with variants of "no" and "I don't know". Her mind was completely void of any significant memories prior to her awaking in that glass chamber. Twilight, Pinkie, and Spike described to her the room that chamber was in, the one that had been completely dark to her when she escaped. Willow said the description didn't sound familiar at all. Twilight told her about Discord and his followers, the Discordians, and how her father was one of them. None of it registered. Twilight even showed her the picture of her standing next to her father. She didn't even recognize him.

Still, Willow was able to keep the conversation going with the others for the duration of the trip. By the time the train arrived at the station, everypony had given her life story as well as the dragon. They continued to talk even after they got off. Likely, the conversation would have gone even longer had not the darkening sky reminded everypony how late it was. Rainbow Dash and Pinkie Pie broke themselves away from the group to their homes and turn in for the night, leaving Spike and Twilight with Willow.

Willow, however, was currently making an all-new friend out of Twilight's abode. Right after she arose from her initial stumble, Willow resumed quickly — albeit more carefully — making her way to the front of Golden Oaks. Instead of going to the door, though, she made a right a began walking around the tree, while never taking her eyes off it. A small but giddy grin could be seen across her face the entire time. Occasionally, she would lift up one of her hooves and place it on the bark, as if she couldn't believe it was there.

By the time Willow completed her circuit around the tree, Twilight had made it to the front door. Willow almost ran into her. "This is just too solid, mare!" said the pony who was green in more ways than one. "And you said I get to sleep here tonight?"

Twilight smiled. "Of course. I've got plenty of extra room. I'm glad you like it."

Willow pointed to a small window to the left of them higher up on the tree. "Can I sleep in there?"

Twilight turned her head to look at the window. "Sure!"

"Sweet!" Willow said excitedly. "I wanna check out the leaves!"

"It's kind of strange that you don't have a cutie mark yet," remarked Twilight as she opened the door, "It's pretty obvious what your passion is."

Spike was in the main library finishing a light dusting of the area when Twilight and Willow entered. Twilight had been so busy talking with Willow since they parted with the others that she didn't even realize that he had gotten so far ahead of them. It made her glad, though, to see that he was also thinking ahead of them and tidying up.

Willow's look of awe and wonder at the library's interior rivaled that of her reaction to its exterior. "Whoah. There's a whole lot of dead trees inside this live one." she commented.

"What? Oh, you mean the books," replied Twilight. "Well, like I told you on the train, I'm an egghead."

"You weren't trippin', mare," said Willow.

Twilight turned to her assistant. "Spike, I'm going to show Willow upstairs. She wants to sleep in the west wing study."

"Your home has _another_ study besides this one?" asked Willow in disbelief.

"Well, this is a library, too. Technically all of the rooms are studies," Twilight answered.

"Uh, you may want to hold off on that," said Spike, "I haven't cleaned it yet."

"Spike, we haven't used that room since we cleaned it the last time. I'm sure it's fine," Twilight assured him.

"That was weeks ago," Spike argued, "It's probably dusty by now."

"Hey, it's all copasetic," said Willow, "I just got out of a giant glass tube. I can wrap with a little dust."

Spike shrugged. "Well, I guess as long as it's, uh, copasetic with you it's copasetic with me," he said, unsure if he was using the word correctly.

Willow bared her small-mouthed smile to him and turned to Twilight, who placed her satchel on the ground and lead her up the stairs.

After they had climbed the steps, they made a left and went to the nearest room on that side of the floor. Twilight opened the door. She saw the room was still mostly clean, though with a few dust spots. It was a small room, containing only a half-sized bookshelf, an end table, and a couch. Above the couch was a small round window, showing a view partly of the night sky, but mostly of the leaves on the branches around the room.

Almost as soon as she walked into the room and saw the window she went over to it and felt around it with her hooves until she figured out how to open it. After she slid it open and the slight breeze began drifting in from the outside, Willow got up on the couch and stuck her head out the window. When she brought her head back in, she was holding a plucked leaf in her teeth by the stem. She walked over to the end table and placed it down.

"Uh, hey mare, since this is going to be my pad for a while," said Willow to Twilight, "you don't mind if I spruce up the place a bit, do ya? I was thinking of pinning this leaf on the wall for starters."

"Oh. Not at all," said Twilight graciously, "Make yourself a home. Wait here. I'll get you a pin so you can hang that up."

Twilight walked out of the room and into the adjacent one where she had some household supplies — perfectly organized, of course. It took her no time at all to collect a few pins and return to Willow's new living space. Willow was staring out the window with her back to the door when Twilight came in.

"Here you go!" she said as she entered the room and placed the pins next to the leaf on the table.

But as soon as she let go of the pins, Twilight was pushed to the floor with a force like ten stallions. It was so sudden that it nearly knocked the wind out of her. After her body hit the floor, Twilight could feel a presence standing over her, a presence that enveloped her like a cage. She looked up to see that she was surrounded by solid green hair and staring down from the middle of it all was Willow. But where her usual tiny smile once was, there was a wide, toothy, malicious grin and in place of her big yellow eyes were even bigger white ones, with no pupils.

Twilight wasn't paralyzed when she was knocked to the ground, but now she was paralyzed by fear. Her mouth was open wide with fright, but yet she couldn't let out a gasp, let alone scream.

However, Willow — if the thing standing over Twilight was still in fact Wilow — could speak very clearly. "What's the matter? Too scared to wiggle, you pathetic bookworm!?" it yelled down at her. Its voice was as terrifying to Twilight as its appearance. It certainly wasn't Willow's voice. It was sharp and high-pitched, yet at the same time thundering and loud. Twilight thought her ears would bleed.

However, she quickly learned that bleeding ears was not the injury she should be worried about as the creature lifted its front-left hoof and aimed it directly at Twilight's head. Twilight rolled out from under it through the opening the lifted hoof had left, pushing past the curtain of hair in the way. The creature's hoof slammed to the ground with the sound of splintering wood. Twilight immediately rose to her hooves, and bolted out the door and onto the staircase.

"Get your worthless flank back here!" screamed the creature as it gave chase to its prey.

Halfway down the stairs, Twilight nearly collided with Spike coming up from the main floor. "Twilight! I heard some noises. Is everything alri—whoah!" he said stopping himself as he saw the deranged-looking thing that was charging after her.

Without even stopping, Twilight grabbed Spike and threw him on her back as she charged down the rest of the stairs. As she was nearing the first floor, her flight reflex was begging her to go out the front door and keep running, but she knew she couldn't do that. This thing, whatever it was, was too dangerous to let loose into Ponyville. Instead, immediately after the stairs ended she turned towards the main bookshelf. As soon as there was no more room to run, she lifted Spike off her back and onto the floor, then turned to face her attacker.

Almost as soon as the main room was in the creature's view, it leapt off the stairs, landing with an earth-shaking thud only a short distance from Twilight and Spike. Its hair was now covering its face, but that didn't stop it from facing its prey.

Twilight's horn lit up as she quickly cast a forcefield around herself and Spike. The creature charged. Twilight strengthened the forcefield as much as she could and braced for impact. But the type of impact she received was not the one she expected.

The creature plowed through the forcefield like it wasn't even there and once again pushed Twilight to ground. This time, the creature pinned her legs. Shocked and panicked, Twilight twisted back and forth trying to get out of the creature's hold.

"Ah! Now that squirm's more like it!" it said with demented joy.

Twilight screamed. "Spike! Spike!"

Spike's eyes were wide with terror as he saw and heard Twilight helpless against the monstrosity towering over her. Trying his best to calm himself, Spike weighed his options. He couldn't breath fire on the creature because he would risk burning Twilight and there would be no way he could fight this thing hand-to-hoof. His only choice was to find a weapon.

His eyes quickly surveyed the room looking for something, anything he could use. Twilight's home wasn't exactly an armory and Spike could see nothing that would be useful against something that strong. But then his eyes spotted something sitting at the bottom of the stairs. It was Twilight's satchel, a satchel filled with those syringes they had found in the professor's lab.

As fast as he could, Spike ran over to the satchel, pulled it open and yanked out the first syringe he saw, almost pricking himself on it in the process. Then he turned around to eye his target. It was still trying to subdue the flailing Twilight beneath it. The thing seemed to be completely focused on that task, and its back was exposed.

Clenching his free fist and gripping the syringe tightly in the other, Spike rushed towards Twilight's attacker and with all his might jammed the syringe into the creature's upper thigh.

Almost as soon as Spike had made his move, Twilight felt the thing's body tighten like it had just received an electric shock. She looked up too see its face frozen with a stunned expression. Then, before Twilight could move, the creature's eyes closed and it collapsed on top of her.


	5. Chapter 5

_ I really need to get some sleep, but I'm so excited that I don't think I could. I have all the materials I need and I'm ready to begin. I would start working right now, but I have a really busy day planned tomorrow and I need my rest. I figured writing in this journal for a few minutes would help me wind down._

_It's going to be so glorious once my plan is put into motion. Our master, the Lord of Chaos himself, will be returned to the throne and the alicorn sisters will be eliminated. They think they've defeated him — defeated us — but they'll soon learn that the Discordians are still here, and we still believe._

_I'll give them credit, they turned our master into stone and forced us into hiding. Many of our members left us entirely. My wife was among them. She thought I was foolish for staying, but she'll soon see that I was right._

_Discord is not defeated. He is testing us, just like he always has. This is no different than the time he turned me into a raccoon or made my stove run away. He's teaching us how to live and delight in the insanity of life. Life isn't supposed to be lived "in Harmony"._

_That's where the alicorns are wrong and it shows! Life is boring now that the master isn't here. Everyday it's the same old thing. How does anypony live like this?_

_Well, they soon won't have to anymore because we, the remaining servants of Discord, are going to storm the castle, overthrow those stuck-up princesses and take those six detestable little toys of theirs. We'll use those so-called Elements of Harmony to free our magnificent lord from his prison. Then, there we be a wonderful celebration where we'll crush those tacky trinkets into dust._

_So how are we going to storm the castle and defeat the alicorns when they're so powerful and there's so few of us left? Well, that's where the plan comes in. You see, we can't go around seeking new members or building an army. The princesses have eyes everywhere and it would attract too much attention. But with my alchemy and my genius, I have come up with a better solution..._

"Twilight! She's waking up!" yelled Rainbow Dash.

Twilight immediately closed Professor Voidsdale's journal, turned around and faced the now-moving pony lying on the floor. "Stand back, Rainbow!" she shouted as she rushed towards the awaking pony, horn illuminated.

Immediately after Willow — or whatever was controlling her — was subdued, Twilight asked Spike to go out and fetch Rainbow Dash, Pinkie Pie, and Mrs. Cake while she watched over Willow's motionless body, a satchel full of needles by her side.

Rainbow Dash arrived first, but Spike was still out gathering the other two. Even so, Twilight couldn't exactly postpone explaining why Willow was lying unconscious on the floor until they arrived. After she described to Rainbow Dash what had just happened, Rainbow decided to keep watch over Willow for her while Twilight searched the journal for clues to the green-haired pony's condition.

Willow let out a long moan that sounded like she had just recovered from a severe blow to the head. However, the moan was, at least, in her own voice.

"Whoah...that was one strange trip," she said after finally managing to stand up all the way.

She shook her head slowly to get her hair out of her face. Once she could clearly see, she realized that two ponies were staring at her and neither of them looked particularly happy.

"Uh...hi?" she greeted them cautiously.

"Why did you attack Twilight last night!?" yelled Rainbow Dash.

"Whoah! Whoah, mare! What're ya'll talkin' about?" answered Willow in a panicky voice.

"Oh! Let me guess," said Rainbow Dash with a sarcastic tone, "_You don't remember_, is that it?"

Willow began to tremble and her speech became stammered. "N-no! No! You-you gotta believe me. I didn't do nuthin'!"

"Well, I don't!" Rainbow Dash declared. "I'm not buyin' this whole _amnesia_ thing. You've been leading us on this whole time, just waitin' to get the jump on Twilight!"

"Rainbow Dash!" Twilight yelled at Willow's accuser.

Rainbow Dash didn't respond to Twilight. She kept her eyes focused on Willow and began to step forward towards her. Willow, trembling, began walking backwards, trying to keep her distance.

"Twilight's _my_ friend! And when ponies mess with _my_ friends, I mess with _them_!"

Willow had backed all the way to the wall in an attempt to stay away from her accuser. Out of room and shaking like the leaf she had plucked from the tree the night before, she fell to the floor, put her forelegs over her face and cried out "Stop!"

The scream was desperate and genuine, so much so that Rainbow Dash obeyed and stopped approaching the trembling pony.

"I-I dunno what you're talkin' about! What's-what's happening?" Willow asked. her voice sounding like it was on the brink of sobbing and she was breathing heavily, as if she had just been strangled.

Rainbow Dash stood there silently for a moment. Gradually, her stance loosened and she lowered her head. At long last she timidly spoke to the green pony before her. "Hey. I'm sorry."

At Rainbow Dash's apology, Willow's breathing slowed back to its normal pace and her shaking eventually diminished. She calmly stood back up. "It's all good, mare. We're cool," she said as she walked toward the pony she had previously backed away from. Once she was in range, she lifted her forelegs and gave Rainbow Dash a warm embrace. Rainbow Dash smiled and gently patted her back.

Willow backed down from the hug and turned to look at Twilight. "Uh, I seriously don't know what's goin' on. You all right?"

Twilight nodded.

"I'm okay," said Twilight. "Well, I'm _not_ okay, but I don't think you're to blame for it. So... what _is_ the last thing you remember?"

Willow thought for a moment, then offered "The last thing...was you leavin' to get a pin. Then I went to go check out the leaves some more and then there was funky green haze in my eyes and all I could hear was noise. Couldn't feel nothin' either. Then it all faded out and when I woke up ya'll were givin' me the freaky faces."

Twilight explained to Willow what happened in the missing pieces of her memory, how she — or at least the thing that possessed her body — had pounced on her, chased her down the stairs, and pinned her to the floor. Twilight then told her how Spike subdued the creature by using a syringe they had found next to her glass prison.

Willow's face nearly turned pale. She quickly approached Twilight and embraced her even more tightly than she had Rainbow Dash. "I-I dunno what to say. I would never do that, mare. Never!"

Twilight returned the hug. "I don't know what's happening to you, Willow, but we're going to find out and we're going to fix it!"

Willow let go of Twilight. "Well mare, I'm glad to be out of my old man's shack, but I'm not glad to hear that I got some bad juju in me," She frowned. "Every silver lining's got a touch of gray, I guess."

"Well, I think the touch of gray in this case is your father," said Twilight.

"Yeah," Willow agreed, "I don't remember him, but it sounds like I don't want to. Whatever happened to him, anyway?"

"He exploded," Twilight said casually.

"Ah," Willow replied. Then, she started. "Wait, wha?"

"He was a very talented alchemist, but he was also a bit of a klutz. And it didn't help that he liked to experiment with the, uh, explode-y kind of alchemy. That's why his home was condemned for so long. He had made so many things go boom in his house that it damaged the foundation. Anyway, one day he took it a little too far and blew himself up."

Willow looked at Twilight with a blank, stunned expression. "Huh...heavy."

Rainbow Dash chuckled. "Wait, so he was a gray pony with a yellow mane _and_ he was clumsy? Wow. That really reminds me of —" Rainbow Dash stopped herself and her face straightened, "You know what, I'm not even going there."

"I wanna go there!" said an enthusiastic Pinkie Pie as she burst through the door right next to them. "Wait, where are you not going?"

"Hey there, funny mare!" Willow greeted Pinkie.

Mrs. Cake and Spike came in shortly after Pinkie Pie, and much less flamboyantly. "I'm so sorry we didn't get here sooner, Twilight," said Mrs. Cake. "I was already asleep and Spike and Pinkie had to wake me up. So is something wrong?"

Twilight explained to them what had happened the same way she explained it Rainbow Dash, though adding that Willow had awoken with no memory of the incident.

She ended her explanation with "...so I think whatever Professor Voidsdale was doing to her did something to her mind and he made the chemical that's in these syringes to keep it in check."

Mrs. Cake put her hoof on Willow's shoulder. "You poor thing," she said consolingly. Then she turned to Twilight. "So...what are we going to do?"

Twilight thought for a moment, then said in a very serious tone. "Willow, I think it's best that you don't go outside at all until we have this figured out."

Willow frowned. "Bummer. I'm mean, I guess you're right n' all, but it's just kind of a drag. I wanna be free for once, ya know?."

"I know," said Twilight, "but I have the professor's journal and an entire library of research. With any luck, it won't be long."

"Does this mean that we can't have a welcoming party?" Pinkie suddenly blurted out.

"I think that's out of the question, Pinkie," said Spike.

Pinkie immediately bursted into tears. "But I already sent the invites!" she sobbed.

"You did _what_!?" exclaimed Rainbow Dash. "You only got off the train two hours ago!"

"Huh," said Mrs. Cake, "And where, pray tell, was this party going to take place?"

Pinkie wiped her eyes and she sniffled. "Sugarcube Corner."

"Naturally." said Mrs. Cake sarcastically. "Thank you for letting me know."

"Ugh," groaned Willow, "Double bummer. I was lookin' forward to groovin' with some new ponies."

"I'm sorry, Willow," said Twilight, "but we just can't let our guard down like that."

"Guard! That's it! We can still do it!" shouted Pinkie Pie as she instantly jumped up and down excitedly.

"Um, how?" asked Spike.

"We can give her a bodyguard!" suggested Pinkie. "Well, not really a bodyguard because we're not protecting her from other ponies and instead are protecting other ponies from her, but still! We'll just have somepony follow her around with a bunch of needles and if she starts acting funny, we poke her!"

"Ouch," said Willow.

"That's still too risky," said Twilight. "Whatever attacked me last night was really powerful."

"Hmmm...when's the party?" asked Willow.

"Two days from now!" Pinkie happily answered.

"Okay then. Twilight, how 'bout this," said Willow looking at her host. "We figure out how to handle, um, me in the next two days. I'll stay in your pad the whole time. If it's all good by then, then we party! How's that sound?"

Twilight thought again for a moment, then said "Well, it's not a lot of time, but I think it's enough for me to at least find a temporary way of keeping that monster from coming out. Okay. I agree. We'll try to get you fixed up in two days so you'll be ready for your big Ponyville welcome!"

"Sweet! Thanks, mare!" said Willow, her smile finally returning.

"Yay!" shouted Pinkie Pie, once again jumping up in the air and coming back down with confetti in tow.

"Wonderful," said Mrs. Cake, "Willow, Twilight, let me know if you need anything. In the meantime, I'm going home. I have to get some rest tonight because I, apparently, have to get ready for a big party soon."

"Thank you, Mrs. Cake," said Twilight. "Have a good night!"

Mrs. Cake turned and began to walk toward the door. Upon seeing her leaving, Willow asked Twilight. "Hey mare, since I'm going to be cooped up for a while, do you mind if I step outside now and get one last breath of fresh air?"

"Well, as long as you keep it short and we're out there with you, I guess it's okay," said Twilight.

"That's cool with me," agreed Willow.

Her, Twilight, Spike, Pinkie Pie, and Rainbow Dash stepped outside. They waved at Mrs. Cake who was now a distance away from the library.

Willow took a deep breath, inhaling the night air as if she was trying to store it up for her impending incarceration. Her eyes also wandered back and forth as if she was trying to memorize every detail of the view.

"Such a solid place ya'll got here. Really wish I could go out and take it all in," she said.

"You will," Twilight encouraged her. "We just have to —"

"Um, Twilight?" said Spike, tugging at her leg and pointing to her left.

Twilight turned and looked in the direction he was pointing. Far away, she could see a white object rushing towards them. At this distance, it resembled a marshmallow.

"Oh no," is all she could say.

Rainbow Dash now turned to look as well. Her eyes widened. "Not good."

"Incoming!" yelled Pinkie Pie as she ran and hid behind the Golden Oaks Library's trunk.

As if it had just then dawned on her that something was amiss, Willow slowly turned to look at the incoming white blur. "Wha—?"

She was too late. As soon as she laid eyes on it, it was right on top of her, grabbing her and pinning her against the tree.

"What happened to your hair!? It's absolutely _dreadful_!" screamed Rarity right into Willow's face as she held her against the tree.

It took Willow a few seconds to shake off the shock of the surprise impact. After her vision corrected itself and she could clearly see the heavily-makeuped, meticulously-groomed white pony before her, her face turned grim. "Lay off, mare!" she said, pushing Rarity's hooves off her. "You don't even know me and you're already trashin' my style!?"

Rarity's expression became as cross as Willow's. "_What_ style? You obviously have never combed that hair in your life! And it's so long that it's dragging on the ground! Did you even know that your mane exists?"

"Rarity! What are you doing!?" yelled Rainbow Dash.

Twilight was gritting her teeth. "Don't make her angry..." she muttered.

"It's called _natural_, princess!" Willow yelled at her second accuser of the night. "Some ponies actually like lookin' the way we're meant to look. You know, the look where you're not drownin' your mane in toxins?"

"You don't have to be so hot and bothered just because you're jealous!" Rarity rebutted.

Willow's eyes sharpened, "I would never be jealous of somepony like you, prissy!"

For one tense moment, the two stared at each other loathingly, then finally Rarity stuck her nose up at Willow. "Fine! If you want to be a slob the rest of your life that's your choice!". She then turned around and stomped away, passing up Twilight and the others like they were part of the scenery.

Everypony was silent. Twilight, however, attempted to break the silence on a positive note. "Well, at least we know you don't transform when you get angry."

Willow shrugged. "I wasn't mad when it happened last time, either. And I wouldn't be mad now if it weren't for whats-her-name over there gettin' all high an' mighty on me."

"I'm sorry about that," said Twilight sincerely. "Her name is Rarity. She's actually a very nice pony. It's just that fashion is her specialty and beauty is important to her."

"A little _too_ important sometimes." added Rainbow Dash.

"I see that, mare." said Willow. She took a deep breath, trying to calm down. Bowing her head, she declared "Ya know, I don't like fightin'. I love everypony, even if they don't love me back."

She slowly walked towards Rarity, who was now a distance away from the group. When she finally got in range, she called out to her. "Hey mare, wait up!"

Rarity reluctantly stopped at Willow's call and waited for the unkempt pony to catch up. "_What_?" she huffed.

"Look," said Willow, "I think we got off on the wrong hoof, mare. I-I actually think you're pretty. I just didn't dig the tone is all. Pinning me to a tree didn't help either."

Rarity looked a little surprised by the apology. "Oh, um, well, I, uh, I'm sorry about that." Her face flushed and she hung her head. "I really don't know what came over me. I guess I've had a rather stressful day. I don't even know who you are."

Willow's tiny smile emerged. "Well, now you do! I'm Willow. I'm Twilight's, uh, guest."

Rarity returned the smile. "Willow. What a lovely name. My name is Rarity."

"Nice to meet you proper this time," said Willow.

"I'm sorry for what I said about your hair," said Rarity, "It's just, well, it's just not a style I'm used to."

"Hey, different strokes for different folks," said Willow. Then, she got an idea. "Hey, I tell ya what, why don't we hang some time and I'll let you style my hair however you want."

Rarity instantly bubbled up with excitement. "You would let me do that?"

"Sure! I can't promise I'll keep what you give me, but it'd be a great way to wrap together, ya know?"

"Absolutely!" said Rarity. "How long are you going to be in town, dear? Would tomorrow night be okay?"

"Uh, sure!" said Willow hesitantly. "I just, uh, have to make sure it's cool with Twilight."

"Of course. I understand," said Rarity as she turned to begin walking away. "Well, let's plan for tomorrow night and you just let me know before then if you can't make it. Have a good evening, Willow!"

"Same to too, Rarity!" said Willow as she watched Rarity walk away.

Willow returned to Twilight and the others. "What happened?" asked Rainbow Dash.

"It's all good," said Willow. "She wants to hang out and give me a new do tomorrow night!"

"Uh...you really think that's a good idea?" asked Spike.

"I don't think it is," said Rainbow Dash bluntly.

"Sorry Willow, but I agree with Rainbow," said Twilight. "I'm not sure if I'm going to be able to fix your problem in that amount of time. The two days we just planned on is already stretching it."

"Hey wait!" said Spike as if he was suddenly inspired. "This could be a great way to test out Pinkie's bodyguard idea! I, er, one of us should go with Willow to Rarity's place and see if I'm, uh, they're able to keep the monster from coming out!"

"Hmm. I can dig that." said Willow.

Twilight raised an eyebrow. "I think you're just looking for an excuse to go to Rarity's."

"I am not!" said Spike indignantly. "I just want to protect her. Uh, Willow I mean, you know, from herself."

"I see," said Twilight with a smirk.

"C'mon! I stopped that thing once already! I can do it again!" argued Spike.

Twilight sighed, "Yes. Yes you did. Okay. Willow, you can go see Rarity tomorrow night."

"Groovy!" said Willow..

Twilight then turned to Spike and gave him a very stern look. "But I need you to stay focused, Spike. This is very serious."

"I know, Twilight," said Spike sincerely. "I won't let you down."

Twilight smiled. "I know you won't."

Pinkie stuck her head out from behind the tree. "Is she gone yet?"


	6. Chapter 6

"Alright, smarty mare. I'm headin' out!" Willow announced to her host.

Twilight turned to Spike. "Are you all set?"

The question was almost rhetorical. Spike was standing by the door with the bag of syringes slung over his shoulder and looking like he was going to a fancy dinner. He had spent the last hour scrubbing his scales, rinsing his mouth, and meticulously straightening his spines. Twilight could also smell a heavy amount of cologne.

"I am fully prepared, ma'am," said Spike in a voice that was deeper and smoother than his real one.

Twilight smirked, "Well, then I guess Willow is free to go." She turned back to look at the pony she just referred to. "You may need to keep an eye on him while he keeps an eye on you."

Willow chuckled. "Well, I'll try, but you know sometimes my hair gets in my eyes."

Twilight giggled at first, but then her face straightened. "If you start to feel strange at all, let Spike know. And if it gets too bad, get out of there as fast as you can."

"I dig, mare," said Willow, nodding. She then went to the front door, opened it, and exited the library. Spike followed, sticking closer to her than a royal guard to Princess Celestia.

Twilight stood at the door watching them until they were out of sight, then took a deep breath to calm her nerves and closed the door.

There had been no incidents with Willow since the initial one on the night before. She, Spike, and Twilight all slept surprisingly soundly that night and Willow remained herself throughout the course of the day. Still, that fact alone did little to ease Twilight's fears.

She had spent most of the day examining her new houseguest. She studied every aspect of Willow's body that she knew how to, looking for anything unusual that could give her further understanding of the long-haired pony's condition. However, everything was normal and the only results were several moments of uncomfortable physical contact. Willow was, at least, a good patient though. She welcomed Twilight's tests and the two even exchanged jokes during the more awkward procedures.

Twilight had also tried combing the formulae in Professor Voidsdale's journal for answers, but she soon learned that it was a waste of time. Discordian alchemy was very different than traditional alchemy. Traditional alchemy was based on order and harmony, but this alchemy was completely based on chaos. Twilight couldn't understand any of it. The symbols used in the equations were completely foreign to her, the units of measure didn't resemble any that she knew, and the ingredients made absolutely no sense. It was like trying to read something written in a different language.

The only thing in the journal that she could understand were the sections that the professor used as a personal diary. Most of the book was filled with dizzying Discordian equations, but every now and then the professor would simply write about his day or gloat to himself about how amazing his plan was.

Unable to think of anything else, Twilight walked back to the journal and flipped through it until she found the next passage she could comprehend...

_I'm so close now that I can almost see our glorious victory over the alicorns unfold! It's been months of trial and error, but I finally have discovered an exact formula! It's truly my best work, far better than any of the works the public knows of, and that's no small order._

_I call it Ataxium. It's amazing. With the proper dosage it could double any pony's strength and at the same time make its body completely impervious to magic. If I could create enough of it, a small band of Discordians would be more than enough to overthrow the two sisters and their army. The princesses' magic would be futile against us and any soldier that stood in our way would be crushed!_

_Ataxium may add another benefit as well. You see, in order to make a pony resistant to magic, I had to make a formula that was very magic-like in nature. So in addition to protecting a pony from magic, it may also grant them some "magic" power of its own. Exactly how that power would manifest is anypony's guess. In fact, it may be different for each pony that the Ataxium is given to. It will be very interesting to see._

_So does this formula actually work? Of course it does! I made it, didn't I?_

_Well, even so I suppose it is untested and if I tried it on myself and something went wrong, it may leave me incapacitated. This formula changes a pony at the core level of its being after all so using it is a little risky. I will need to find a test subject..._

"Oh! Good evening Willow!" said Rarity greeting her guest at the front door.

"Hey there, fancy mare!" Willow replied.

"You came just in time!" Rarity said. "I just finished setting up for our little makeover this evening."

Rarity pointed her hoof at one of the many salons in the main room. In addition to hair spray and a curling iron, there was blush, mascara, eye shadow, and powder. Also on either side of the solon were hat racks fully stocked with various head and neck wear.

"Uh, I thought you were just going to give me a new do," said Willow.

Rarity laughed. "Oh dear, it's quite obvious that you don't know me."

"_I_ know you," said Spike looking up longingly at her.

Rarity started slightly. "Oh, why, hello Spike. I didn't see you there. What brings you here?"

"He wants a makeover too," said Willow.

"I do not!" Spike objected. "I'm here to watch Willow because she, uh, has fleas."

"Hey! I don't have fleas!" Willow rebutted.

Spike squinted his eyes. "And I don't want a makeover."

Willow slowly nodded. "Touché, little guy."

Rarity sighed. "Oh well, you're always welcome here, just try not to get in the way, okay?"

"I would never get in the way of your work, madam," said Spike, sounding like he was her butler.

Rarity and Willow made their way over to the salon with Rarity wearing a face of confidence and pride as though she were about to perform her greatest work yet. Willow, however, looked like she was being escorted to the gallows.

"So...what did you have in mind, fancy mare?" Willow asked nervously.

"Oh I had a few different ideas," Rarity replied as she lifted a pair of scissors with her horn's magic, "but all of them start the same. We really need to trim down that mane of yours."

Willow swallowed. "Well, I said I would let you." She timidly lifted up one side of her hair with hoof and offered it to Rarity.

Rarity's magic grabbed hold of the hair while simultaneously opening the scissors and moving them into position near the bottom. The ends of Willow's hair were frayed and dirty from being dragged on the ground and occasionally getting stepped on. Needless to say, Ponyville's fashion queen was eager to remove them. Once the scissors were at the right spot, Rarity closed the blades.

Unexpectedly, this resulted in a loud cracking sound. Rarity looked down at the scissors and saw large cuts going in every direction on the blades. Then, before her eyes, the blades shattered into little shards of metal and fell to the ground.

Rarity looked up at Willow to see that she was just as startled as her. They stared at each other in stunned silence for a moment, then finally Willow asked, "Uh, how old were those scissors, mare?"

"Not old at all!" said Rarity, as if insulted by the question. "What did you put in your hair?"

"I didn't think I put anything in it. Like I told ya', my mane's all-natural," answered Willow plainly.

Rarity reached out and felt around Willow's hair. She stopped after finding that it felt perfectly normal. "Hmmm," she said, looking at the broken-off handles that once supported scissor blades, "maybe these poor scissors just couldn't take anymore work. Pity. They were my favorite pair."

"I'm sorry, mare," apologized Willow.

"Oh quite alright. I doubt you had anything to do with it," said Rarity. "Stay here. I'll go upstairs and see if I can find another pair."

Spike had been watching the situation very intently. Most of the time his gaze was fixed solely on Rarity, but the moment that the scissors broke his eyes snapped instantly onto Willow while he gripped the bag of needles tightly in his hand. As soon as Rarity turned and began walking towards the staircase, he approached the pony he was asked to guard.

"What happened?" asked Spike.

"I-I don't know," answered Willow. She grabbed a part of her hair and felt around it. "My hair feels fine. It's just gotta be old scissors."

"Hmmm, I've never seen scissors act like that, even when they're old," said Spike. "Let me try something."

Spike grabbed the clump of hair that Willow was holding, opened his mouth, and bit down on it with his razor-sharp teeth.

"Ow!" he said almost immediately as he dropped the hair and clasped his mouth. He stood there covering his jaws for a moment, then his eyes turned to the floor where he saw a small white pebble-like object.

"It broke my tooth!" he exclaimed.

"Whoah. So, like, my hair's as hard as a rock?" asked Willow.

"I'm a dragon. I eat gems. And I can tell you that's a _lot_ harder than a rock!" said Spike.

"Heavy," is all Willow said.

"Yeah. Well, I guess you're off the hook then," said Spike, laughing a little. "Rarity doesn't have_anything_ that's going to cut that hair!"

When Willow didn't respond to this comment, Spike looked up at her face. Her eyes had changed. They were now the glowing, blank eyes he had come to fear.

"Holy cow!" Spike yelled as he jumped back. Panic set in and he started to shake, but then he noticed something. Willow — or whatever was stealing her body from her — was standing completely still and staring at absolutely nothing. Quickly, he reached into the bag, pulled out a needle and thrusted it into Willow's leg. Her eyes closed and she gently collapsed onto the floor.

Spike breathed a sigh of relief, but then there was a sound that heralded an altogether different problem. Rarity was descending the staircase. He put the needle he was holding back in the bag.

"Finally! I found some scissors that are up to the task!" Rarity said loudly as she neared the final step with the new pair magically suspended above her head. When she turned to enter the main room though, she dropped them to the floor and gasped.

"Spike! What happened!" she screamed.

"Uh...", Spike stalled, "She-she was so nervous about getting a full makeover that she just fainted!"

"Oh dear!" exclaimed Rarity. "I saw that she was nervous but I never _dreamed_ it was _this_ nervous!"

Frantically, Rarity walked over to Willow's motionless body and turned it over. She put her ear over the unconscious pony's chest. She heard Willow's heartbeat and felt the heaving of her breaths. With her right hoof, she began lightly slapping Willow's face. "Wake up, Willow! I will _not_ have one of my clients taken out in an ambulance again!"

Spike raised an eyebrow. "Again?"

After a few slaps, Willow let out a long groan and slowly opened her eyes. After they focused and she could see Rarity looking down on her with worrisome, almost teary eyes she finally spoke. "Did...you not find any more scissors?"

Rarity let out a long exhale, then smiled. "I did find some, but don't worry. I won't use them on you, I promise."

"Heh. Okay. Guess that's a relief," said Willow as she got up from under her host and stood on her own hooves.

"Why didn't you tell me you were tonsurephobic?" asked Rarity rhetorically.

"Tonsur-a-whatta?" said Willow.

"You're afraid of getting your hair cut! I am _so_ sorry. If I had known I would have _never_ pressured you!"

"Well, I was a little nervous but I don't think—" Willow stopped her speech when she felt Spike nudging her. She quickly glanced at him and he gave her a wink. She shifted her eyes back to Rarity. "I mean, uh, I never had my mane cut before, so, uh, I guess I didn't know, uh, ya know?"

"Well, it's perfectly alright," said Rarity reassuringly, "We each have our own little fears."

"Yeah, uh, ain't that the truth?" said Willow, a little surprised that Rarity bought her acting.

Rarity smiled. "Well, perhaps I have given you enough nightmares for one evening. I think maybe you should go home and recover. We can do a makeover some other time, sans scissors of course."

"Yeah. Yeah I think I better split. My head's still kinda trippin'," said Willow as she held her hoof up to her forehead.

Rarity put her hoof on Willow's shoulder and gently lead her and Spike to the front door. They said their goodbyes to each other — with Spike's goodbye being curiously formal — and Rarity's two visitors left in the direction of the Golden Oaks Library.

Once they were out of earshot of Rarity, Willow talked to Spike. "So, what _really_ happened back there, little dude?"

"Your eyes went blank. I put another needle in you and you passed out again," Spike explained.

"I didn't hurt you er nuthin', did I?" asked Willow.

"No and that's the thing. You just stood there, like you were in some kind of trance," said Spike.

"Heavy," said Willow. "That must've been when I saw that green haze again."

"Could be. It was weird, but you know it's actually a good thing," suggested Spike. "That means that I got plenty of time use the syringe before that whatever-it-is takes you over."

"Hmm, good point, little guy!" said Willow as her small smile reappeared.

"Thanks!" said Spike. "I think that means your welcoming party tomorrow night is a go! All we have to do is keep watching your eyes."


	7. Chapter 7

_I don't understand it! I spent months and months developing Ataxium, accounting for every potentially negative side effect it could possibly have on its user. I thought I was wasting my time when I decided to create that counteragent for it. Ataxium was going to work so what was the point?_

_However, just moments ago, that counteragent saved my life._

_Initially, the subject showed positive results once injected with the formula. The Ataxium strengthened the pony's body exponentially. I placed various objects in front of the subject one at a time and asked the subject to break them. Each object was made out of stronger material than the last one, but it didn't matter. None of them were even a contest. The subject's hooves broke through metal just as easily as they broke through wood. Even the diamond I presented was pulverized into dust right before my eyes. The teeth were just as powerful. I have seen dragons in my day that had a more difficult time devouring gems than this enhanced pony did._

_I didn't have anything magical at the ready for testing the subject's resistance to spells and such. I am an Earth Pony, after all. However, fire has similar properties to magic so for a preliminary test I decided to try igniting the subject's hair with a torch. It didn't even singe. I was truly excited at that point. The subject's body was transformed in the exact way I had predicted. I thought my project was a complete success. My brothers and I were only days away from going to war against the alicorns._

_But just a few moments ago, the subject attacked me._

_It all happened so quickly that my recollection is still foggy, but even now as I look around at the devastation in this room, I can see how terrible the attack was. Two of my shelves are now in splinters. My alchemy equipment is scattered all over the floor and most of it is broken as well. I can even see cracks in the walls, and these walls are made of stone._

_My memory is gradually starting to return to me now, but the more it does the more I wish it wouldn't. I keep seeing flashes of that creature, that monster the subject became. Its eyes were white and empty, its teeth were sharper than knives, and that voice...that voice was like a banshee's._

_It lunged at me and only narrowly missed. I ran for the door but the creature got ahead of me and blocked the way. I ran in the other direction and it stopped me that way too. I kept running around, practically doing laps around the room as the monster gave chase. Once or twice I tripped and it almost got me. It even got close enough once to tear my vest. And all the while it was taunting me, telling me how miserable I was and calling me every name in the book in that terrible screeching voice._

_What I realize now that I have time to think is that the creature's insults were very specific to me. For example, it mockingly repeated some of the things I had said to the subject earlier today. This must mean that the subject's memory was retained during the transformation. Sill, the pony's disposition certainly wasn't. The monster had the exact opposite personality of the subject. The pony I chose for testing was a very passive and friendly individual. The thing that attacked me on the other hand, was aggressive and — to say the least — abusive. This was far from the spirit of all-accepting chaos our master would have us have. This was hate, pure unbridled hate._

_And it almost took me. It was fortunate that right when it had me cornered, I happened to be near where the counteragent had fallen from its shelf. The creature pounced, I pointed the syringe outward at the last possible second and it sank into its chest. The creature fell on top of me, unconscious._

_It's still lying on the floor right now as I'm writing this. I'm not sure when it will get back up, but I have to stay here in case it does. I can't let that thing leave this room! Of course, if the counteragent does what it's supposed to do, the subject should return to normal upon awakening._

_Even if that's the case though, I'm not sure if the counteragent's effects are permanent. The subject may eventually transform again and I will once again have to subdue the creature. I may have to make more of this concoction — a lot more — to keep that thing from resurfacing until I can find a more permanent solution. And to think, before this incident I didn't even care enough about the counteragent to give it a name. It's the antidote to Ataxium, so...Antaxium, I guess._

_Still, I can't believe I need such a thing. I'm certain all of my calculations were correct for the Ataxium formula. I thoroughly researched everything. I just don't know what went wrong!_

That was the last entry in Professor Voidsdale's journal Twilight read before she decided to head out to Willow's welcoming party at Sugarcube Corner. Her mind was still mulling over the details, and not just of the chilling account of the creature's first attack. Twilight's mind kept going back to the way the Professor kept referring to Willow as "the subject" or "the pony". It was the same in every previous entry as well. This was his own daughter he was experimenting on, and yet he refused to even mention her name.

It also didn't help her mood that it had been another long frustrating day of getting nowhere in her search for a cure to her new friend's condition. Just like the day before, her attempts to interpret the Discordian alchemy in the journal were fruitless. She also combed the vast library of Golden Oaks looking for anything that would at least give her a starting point. Nothing. Discordian alchemy had been lost to the ages and very few books even mentioned its existence.

At least there existed a way to keep Willow from fully transforming in the first place. Spike's report on the incident at Rarity's place made Twilight confident enough to let Willow go with Spike ahead of her to the party.

And now that Twilight was approaching Sugarcube Corner herself, she could see that the party was quite lively. She could hear upbeat music mixed in the voices of many ponies in conversation with one another and the bright lights coming from inside almost made the night sky look like mid-day.

One curious thing Twilight noticed though was that Mrs. Cake and Pinkie Pie were standing outside to the left of the entrance behind what looked like a hastily-constructed concessions stand. There was a big wooden sign suspended by poles over it that read "Discordian Pies".

"Oh! Hi Twilight!" Pinkie shouted while waving to the Unicorn approaching the stand.

"Hi Pinkie!" said Twilight returning the greeting with a smile. "So how are the, uh, Discordian Pies doing?"

"They're an amazing success!" said Mrs. Cake excitedly. "Pinkie and I baked a few the day after we got back from Canterlot. I put a few slices on the sample tray for ponies to try and they just couldn't stay away from them!"

"Wow. That's great!" said Twilight. "I'm glad everypony likes them."

"Yes. I was worried when the recipe said each bite would be a different flavor," said Mrs. Cake, "but no matter what flavor you get it's delicious! And besides, sharing what flavor you get with the ponies you're with is a great way to break the ice!"

"Hmm, I never thought of that." Twilight said.

"The whole thing almost didn't happen, though. Some of the symbols and ingredients in that recipe we found in Professor Voidale's lab were...strange. I had never seen anything like them before, but Pinkie Pie figured them out."

Twilight's jaw dropped. "Uh, Pinkie, you _understood_ the Professor's directions!?"

"Yup." said Pinkie nonchalantly.

Twilight sighed, remembering who she was talking to. "Well, after this party is over I have a job for you."

"There you are, Twilight!" said a voice coming from just out of Twilight's view, a voice with a familiar southern accent.

"Oh hi there, Applejack!" said Twilight as she turned to greet her friend.

"What took ya so long?" asked Applejack. "I thought you'd be the first pony here since the guest of honor is a friend of your family an' all."

"She is? Er, I mean yes, she is!" said Twilight trying to play along with the lie that Willow had evidently told her friend. "Well, I had just a little bit of, um, studying I wanted to finish up before I got here. So where's Willow now?"

"Over at that table in the corner," said Applejack, pointing at a table in the far back and barely visible from the outside of the building. "She's been there talkin' to Fluttershy for a while now. I think those two are_really_ gettin' along."

"Really?" said Twilight.

"Yeah. Well, you got yourself two hardcore nature lovers there so I think they got a lot to talk about," said Applejack.

"Did you get to talk to her yourself at all?" Twilight asked.

"Of course!" said Applejack smiling. "She's a friendly gal, if a bit weird."

"Yeah that about sums her up," laughed Twilight. Then she changed the subject. "Is Spike still with her?"

"Yup. He's been stickin' to her like glue the whole time we've been here. I think Rarity may finally have some competition," joked Applejack.

"Oh I'm sure Rarity has nothing to worry about," said Twilight giggling. "Well, I better see what he's up to."

"Have at it. I'm gonna pick me up another one of these pies!" said Applejack as she walked to the front of the concession stand.

Twilight entered Sugarcube Corner and quickly discovered that the party was just as lively as it looked from outside. She had expected to see some of her closer friends in attendance like Rarity and Rainbow Dash and while she did see them among the crowd it looked like half of Ponyville was there too.

It was obvious, however, that most hadn't come to see Willow specifically. There was at least one slice of a certain newly-discovered dessert on everypony's plate.

Willow herself had a half-eaten Discordian Pie on her dish, as did her current conversation partner, Fluttershy. They were sitting across from each other at the same table, their eyes fixed on an open napkin with some crude drawings on it as they talked to each other excitedly.

"Ooo! And maybe we could have a tropical exhibit over here with some pretty fishies or maybe some toucans!" said Fluttershy ecstatically as she pointed to a corner of the napkin art.

"Hmmm, that'd be pretty groovy!" Willow agreed. "I dig palm trees!"

"Hey there! What're you two doing?" asked Twilight.

"Oh, um, hi Twilight," said Fluttershy. "We're thinking about maybe building an indoor Rainforest together!"

"Oh really?" said Twilight.

"Yup. She's got the critters and I've got the green! Well, the green _plants_ anyway," explained Willow.

"Wow! That's a great way to put your passions together!" Twilight said happily.

Suddenly, a yawn came out from somewhere between the two ponies at the table, followed by a half-hearted "Yeah...it's great."

Spike had been sitting at the table on a stool too short for him. He had to pull himself up onto the tabletop before Twilight could see he was there. He was still carrying the new satchel Twilight gave him to tote the syringes less conspicuously, but he was rubbing his eyes as if he had just woken up.

"Hey there, little guy," said Willow. "Get your nap in?"

"Spike!" said Twilight indignantly. "You were _napping_?"

Willow chuckled a little. "Not everypony digs the whole flora-fauna scene. I think me an' critter mare here put 'em out. It's all good."

"No, it isn't 'all good'!" said Twilight angrily.

"Oh, um, I'm sorry," said Fluttershy in her usual timid voice. "Were we supposed to keep him awake?"

"No! It's just that—" Twilight stopped herself before she said anything further. Her eyes lined up with Spike's. "Spike, we need to talk."

Spike instantly looked guilty. He sighed as he conceded "Okay."

He hopped down from the table and followed Twilight to an empty corner in the room. Once they were isolated, Twilight closed her eyes and took a deep breath, then she said very sternly "You realize how bad that could have been, right?"

"I do!" exclaimed Spike. "I-I'm so sorry! I was trying to stay awake! Really! I don't know what happened!"

"Well, we're lucky nothing _did_ happen," declared Twilight.

Spike hung his head and stared at the ground to avoid her gaze. But then he felt a hoof rest gently on his shoulder. He turned his eyes back up to Twilight's face. Her expression hadn't changed, but yet it now looked somehow more forgiving. "I know you're trying, but you just need to try a little harder, okay?" she said softly. "All these ponies here may not realize it, but they're counting on you. I am too."

Twilight gave her closest friend a hug. Spike then turned and walked back to the table where Willow and Fluttershy were sitting and returned to his own diminutive seat.

"Are-are you in trouble, Spike?" asked Fluttershy, concerned.

"No, It's okay," Spike assured her, "It's just that Twilight really needs me to keep an eye on Willow."

"Oh," said Fluttershy, not expecting that answer, "Um, I'm not sure if it's my business, but why do you need to watch her?"

"Uh...well.." Spike began as his eyes shifted a few times, "because...she has fainting spells."

"Oh my!" said Fluttershy in the world's most timid alarm. She turned to look at Willow, whose hair had now draped over her face. "Is that true?"

There was no answer.

After going a few seconds without a response, Fluttershy tried to get her attention again. "Um, Willow?"

There was still no answer. Spike quickly reached into his satchel for a syringe. But as soon he got the bag open, a hoof kicked his stool out from under him and he fell to the floor face first.

Then he heard that voice again, a voice that roared like a lion and screeched like a bat at the same time.

It said "I'll show you a fainting spell!"


	8. Chapter 8

Twilight had been so upset with Spike that she had allowed her judgment to lapse. Still, she had little time to think about that now.

The creature shook its hair out of its face revealing its glaring white eyes and demonic grin to the Pegasus across the table. Fluttershy shrieked and fell backwards in her chair onto the floor. Her face stayed fixed in mortal terror on the monster as she crawled backwards into the corner. The monster leapt up from the seat where Willow had been sitting and landed on the table itself, collapsing it instantly as the creature marched forward unphased.

The entire establishment broke out in panic. Screaming and shouting completely blurred out the still-playing music as everypony rushed to the door, trampling each other on the way out. The commotion distracted the creature from its prey.

"Hey! Where do you think you're going? The party's just starting!" it screeched at the herd of ponies pushing towards the exit.

The creature whipped its head around and grabbed the barely conscious Spike lying on the floor next to her hooves with her teeth. He screamed as the monster tossed him into the air and then turned around and kicked him in mid-fall with its powerful hind legs. Spike was sent flying towards the chaotic crowd trying to escape. He missed them, instead crashing through the nearest window.

"Spike!" Twilight screamed.

"Hmmm, that was fun! I guess I'll have to go fetch the ball," said the monster deviously. It charged to the front of the establishment, but not towards the door. Instead it darted for the section of the wall nearest the window and tore through it like it was paper.

Twilight was shifting in place. She instinctively wanted to chase after the creature and protect Spike, but she knew from their last encounter that she was powerless against it. Ultimately though, she decided that she had to try all the same. Taking a deep breath, she braced herself and began her gallop towards the now-broken wall.

But before she even took two steps, a foreleg stretched out in front of her pushed her back.

"Step aside, Twilight!" demanded Fluttershy.

Twilight stopped immediately, allowing Fluttershy to walk ahead of her. She wanted to tell Fluttershy to stop and that it was too dangerous, but one glance at Fluttershy's eyes as she passed told Twilight that it would be useless. Fluttershy was in one of _those_ moods again...

Pinkie Pie and Mrs. Cake were standing outside watching the mass exodus from the party when Spike came shattering through a window, flying through the air, breaking through their sign, and then hitting the pie stand itself head-first before finally dropping to the ground in front of them.

"Oh my!" shrieked Mrs. Cake.

"Spike!" Pinkie shouted as the young dragon laid on the ground groaning. She picked him up with her forelegs and held him like a newborn in front of her face. "I told you not to use my party cannon!"

Spike was barely able to move let alone speak, but he managed to respond, "...I...didn't..."

Suddenly, the wall of Sugarcube Corner right next to them burst open with a thundering crash. The dust of the impact cleared, and Mrs. Cake and Pinkie Pie gaped at the grinning, blank-eyed pony that emerged from the new opening. The monster glared directly back at them.

"It's not nice to stare, you know!" It growled.

Pinkie threw Spike onto her back as she and Mrs. Cake turned and galloped away as fast as they could. Not more than a few hooves in front of them, though, they were stopped dead in their tracks as the creature leaped out in front of them.

"Too slow!" it yelled.

The two ponies turned and ran for their lives in the opposite direction, heading back towards Sugarcube Corner. They were within range of the concession stand when suddenly they each felt a foreleg of the monster slam into their backs, driving them hard onto the ground. Spike flew off Pinkie Pie's back upon the impact and landed a few hooves in front of them while she and Mrs. Cake were pinned to the ground by the creature, its hooves dug into them as if they were its new shoes.

The ponies squirmed and struggled with all their might trying to escape the hold of the creature's hooves. The creature laughed maniacally at their vain attempts, its laughter infinitely more piercing than its voice.

"What's the matter?" It mocked. "Maybe you should have laid off all those sweets!"

Mrs. Cake's voice trembled as she continued to struggle. "Who-who are you?"

The creature looked up from its captives and its eyes quickly found the damaged sign above the concession stand. The middle part of the sign had broken off when Spike flew into it. The piece with the letters C-O-R-D-I-A-N was missing.

The monster grinned. "I like it!"

It lowered its head and grabbed Mrs. Cake's hair with its teeth, forcing her to lift her head up. "Read it!" it demanded in a muffled growl.

Mrs. Cake could barely utter it. "Dis-dis-dis...pies...?"

The creature whipped the two ponies around and pinned them again so fast that they couldn't react. Pinkie Pie and Mrs. Cake were now gazing upward straight into the monster's cold eyes.

It bared its toothy, malicious smile again as it declared, "I am Despise. And I. Hate. You!"

"Hi-ya!" Fluttershy cried as swooped down and dove at Despise's side with her forelegs straight out. Quickly the pony ducked and Fluttershy swished passed it. She had missed, but her attack wasn't a complete failure. The monstrous mare's attention instantly shifted completely to Fluttershy and it released its two would-be victims.

Pinkie Pie and Mrs. Cake quickly rose to their hooves and made a break for Sugarcube Corner, with Pinkie Pie scooping Spike back up as they passed him.

Twilight saw them approaching from the new hole in the wall of the bakery. As soon as she saw Spike on Pinkie Pie's back, she headed straight for her.

"Spike! are you okay?"

Mrs. Cake and Pinkie Pie stopped before they collided with Twilight.

Spike let out a groan. "Twilight...is that you?"

Twilight's eyes filled with worry as her horn lit up and she levitated Spike off of Pinkie's back and floated him over to her own.

"It's okay, Spike. I'll get you home," She reassured him. Then she faced his two rescuers. "Are you two okay?"

Both Mrs. Cake and Pinkie Pie were out of breath..

"We're-we're fine for now," was all Mrs. Cake managed to get out between huffing.

"Yup," added Pinkie Pie while panting just as heavily, "Fluttershy saved us."

"Fluttershy!?" Twilight repeated. She looked over Mrs. Cake and Pinkie and saw the Pegasus they referred to circling Despise in the air, constantly swooping past her face as if trying to pester her like a gnat.

And Despise was indeed getting irritated. She started snapping her jaws at the Pegasus like a dog trying to grab a bird. Several unsuccessful grabs later, she screamed at her agitator, "Face me on hoof, chicken-horse!"

Fluttershy stopped and hovered in one spot above the pony's head just out of its reach. She looked Despise right in the eye."If that's what the big bully wants!"

"Fluttershy, no!" Twilight cried out.

She was too late. Fluttershy landed, closed her wings, and charged her opponent. At the last minute, Despise side-stepped her and grabbed her hair with its teeth as she ran by. Then she yanked her head and spun Fluttershy around in the air like a lasso. Fluttershy screamed, but her scream was cut short. At the apex of one of the swings, Despise whipped her downward and slammed her into the ground.

Everypony gasped when Fluttershy hit the earth. Despise stood over her while she laid motionless. Within seconds, Fluttershy let out a groan and lifted up her eyes to see her adversary. Her adversary grinned and slowly uttered a single word —

"...Run..."

Fluttershy's eyes widened and with a burst of adrenaline she rose up, expanded her wings and dashed through the air in the opposite direction.

Despise galloped after her, cackling like the demented madpony she was.

"Fluttershy!" Twilight screamed in horror as saw the monster give chase, a chase that was headed straight into Ponyville.

"Oh dear! This is awful!" said Mrs. Cake. "What are we going to do now?"

"We fight back!" said a voice coming from behind.

Twilight, Pinkie Pie, and Mrs. Cake turned around. Standing behind them were Applejack, Rarity, and Rainbow Dash. All were unharmed and their expressions were resolute.

Twilight smiled. "I'm so glad to you're all still here!"

"Honestly, did you really think we would just run home with the rest of the crowd?" asked Rarity rhetorically.

"Yeah! We were just hiding so we could study the enemy and know how to take it down!" said a confident Rainbow Dash.

"Really?" said Pinkie Pie naively. "That's fantabulous! I thought for sure you were just hiding because you were scared that Despise was going to mash you into pudding!"

The three stood silent and stared blankly at Pinkie Pie for a moment. Finally, Applejack timidly admitted, "Well, uh, yeah that may have had a little bit to do with it, but, uh, it was mostly the whole studying-the-enemy thing."

"Well, _did_ you figure out how to take it down?" asked Twilight.

Applejack looked at the Rainbow Dash and then Rarity. When neither of them spoke up, she scratched her head with her hoof.

"Um,no. No we didn't."

The disappointment emitting from Twilight, Pinkie Pie, and Mrs. Cake was palpable.

Applejack quickly turned around the subject. "So what is that thing, Twilight?"

"I don't have time to explain now," Twilight answered while illuminating her horn. Her magic grabbed the satchel wrapped around Spike and gently slipped it off. She levitated it to the top of her horn and balanced it there. "But this satchel contains some syringes with the antidote in them. If we can get them into Willow's — er, Despise's — body, she'll pass out and when she wakes up she'll be Willow again."

Rarity gasped. "Is _that_ what happened when I was giving her a makeover!?"

"Mrs. Cake," said Twilight as her horn lit up once more and she levitated Spike off her back, "could you take Spike home and make sure he's okay?"

"I absolutely can, Twilight," said Mrs. Cake sincerely. She walked underneath Spike and Twilight lowered him gently onto her back.

"Thank you so much," said Twilight very gratefully.

Mrs. Cake immediately took off in the direction of the Golden Oaks library. Twilight turned to the remaining ponies.

"Sounds like we're going to need somepony to distract her while somepony else goes in with the needle," said Applejack.

"Well, that won't be too hard!" said Rainbow Dash. "Did you see the way she was acting? Her attention span is worse than Pinkie Pie's!"

"That cloud looks like a pumpkin!" said Pinkie Pie looking up at the sky.

"Hmmm, good observation, Rainbow!" said Twilight. "Okay. I have an idea..."


	9. Chapter 9

_Ataxium may add another benefit as well. You see, in order to make a pony resistant to magic, I had to make a formula that was very magic-like in nature. So in addition to protecting a pony from magic, it may also grant them some "magic" power of its own. Exactly how that power would manifest is anypony's guess. In fact, it may be different for each pony that the Ataxium is given to. It will be very interesting to see..._

Fluttershy made a right and flew down yet another street in her effort to get away, but this one was her last. As soon as she made the corner, she slammed head-first into and shop sign. She was sent spinning through the air, ultimately landing on the ground hard, her body splayed.

Despise stopped in front of Fluttershy and pressed her hoof down firmly onto Fluttershy's hair, pinning her in place. "That was fun," Despise snarled, "but I want to play a different game now. I call this one 'Splatter-shy'!"

"Ooo! Can I play?" a perky voice spoke up just ahead of them.

Despise looked up to see who was speaking, but then she got hit in the face with a pie.

"Go for it, Twilight!" Pinkie shouted.

Twilight, Rarity, Rainbow Dash and Applejack pulled around the shop behind Despise and Twilight quickly levitated a syringe and fired it towards Despise's exposed backside.

But right before it the syringe made contact with the stunned mad pony, there was a loud snapping sound like the crack of a whip. Despise's tail had twitched at the last minute and deflected the incoming needle, sending it flying out of sight. The tail's response to the projectile was instantaneous, almost as if it had acted on its own.

Despise angrily shook the pie's contents off her face and turned around. "Nice try, nerd!"

As soon as Despise turned around something about her began to change, something that made Twilight and her friends jump back. The pony's long green hair began floating, as if Despise was underwater. It lifted up and scattered around her head like branches of a tree and began to sway in a non-existent wind.

Then Twlight's eyes shifted down as she saw something forming on Despise's rear thigh. She gasped. It was Despise's cutie mark — a wreath of thorns.

Suddenly, before anypony could react, strands of Despise's hair shot out all directions and wrapped themselves around each of the six ponies, hoisting them off the ground and pulling them towards the maniacal pony's face. Each of the six struggled to escape the grasp of the lock of hair holding her, but it was useless. It may have looked and felt like hair, but it was stronger than steel.

"Let us go!" yelled Rainbow Dash staring defiantly into Despise's eyes as she wrestled to get her wings free.

"Oh I'm going to let you go," said Despise deviously. "I just wanted all of you where I can see you. Now that I do see you though, I think you would look better over _here_!"

Despise turned around and her hair whipped back and threw its six captives down the street and towards the center of town faster than a slingshot. All six of them almost collided with the west side of city hall, but at the last second Twilight put up a barrier to catch them. The ponies made contact with the much softer magical wall, then fell to the ground.

Hitting the solid ground was better than smashing through city hall, but the hit was still heavy. Twilight groaned as she tried to get back on her hooves after the impact. "Is-is everypony okay?"

"C'mon Twilight!" said Applejack in a surprisingly casual tone. Twilight turned to her and saw her get up without any trouble. "I work on a farm. I've had a _lot_ worse hits than that!"

"Yeah! And I've flown into things _way_ faster!" said Rainbow Dash confidently as she got up. However, she soon put her hoof to her forehead. "Ugh. Still doesn't make it hurt less. How're you doing, Fluttershy?"

"Oh, um, I'm fine," Fluttershy said as she tried to join the other three on-hoof. After struggling with her balance for a second or two though, she collapsed back onto the ground.

"I lost an eyelash!" Rarity screamed, not even trying to stand up.

"Is this it?" asked a completely unphased Pinkie Pie next to her. She was sporting a new mustache that looked curiously like Rarity's lost eyelash.

Twilight's ears perked up. There was an ominous sound, like a heavy object being hurled through the air.

She turned around and saw a lamp post heading straight towards them. Quickly, she used her magic to cover all six of them in a barrier as the post came crashing down. It bounced off the barrier and landed with a loud thud a few hooves in front of them.

They looked up to see the projectile's source. Despise was staring at them in the distance. Ponies on the street were running scared in every direction that didn't lead to her. Her empty eyes and malicious grin looked like they were glowing in the dark. The hair from her mane and her tail was still floating all around her, like the waves of a flame.

"You don't frighten us, you horrid creature!" said Rarity boldly as she stood up and quickly fixed her eyelash. She stepped out in front of the others and lit up her horn. It produced a large ball of light that she immediately fired at their enemy. A strand of Despise's hair deflected it, inches away from the mad pony's face. Rarity stepped closer and fired another one. The hair blocked it again. Rarity continued to march forward, delivering an onslaught of light projectiles as she went. Despise blocked one after the other. It didn't matter how fast they were going or how close Rarity was getting. Nothing went through, but Rarity persevered.

"Rarity! Stop! Magic doesn't work!" Twilight cried out, but Rarity continued her assault, firing one light ball after another like a pitching machine. As Rarity closed in, Despise's hair kept deflecting her attacks with ease. A twinge of fear began to show in Rarity's eyes as she got closer to her target.

But then, when she so was close to Despise that she could feel the wind generated by the flailing strands of hair, a single ball of light made it past the barricade, hitting Despise in the lower leg. The pony let out a short but screeching scream and her hair quickly covered the area of impact.

Twilight gaped in shock. Rarity managed to hit her, and with magic noless. How? Twilight's mind went back to the first night the creature had appeared, when it charged straight through her magic barrier with no resistance. She tried to remember anything that was different about that situation, anything at all. Then, a revelation suddenly came to her: Despise's hair was covering her face when she charged.

After so many failed attempts, Rarity was just as stunned as Twilight when one of her attacks actually succeeded. However, her surprise broke her focus and interrupted her barrage of magic. And that was just enough time for Despise's hair to counter. A lock of hair shot out at Rarity and wrapped around her like a snake. It hoisted her off the ground, whipped her around and threw her back towards her friends.

Rarity screamed as the hair released her, but her scream was cut short by a sudden, unexpected, and strangely soft impact.

"Gotchya!" said Rainbow Dash as she intercepted Rarity's flight by catching her with her forelegs. Then she circled around and followed Twilight, Applejack and the others from the air. The group was falling back.

Fluttershy and the two Earth Ponies ran across a nearby bridge and down a hill towards a small set of cottages while Rainbow Dash followed them in the sky carrying Rarity. The group darted around to the farthest side of the largest cottage and out of Despise's view. Rainbow Dash landed and placed Rarity back on the group.

"Are you okay, Rarity?" asked Twilight.

"I'm alright, dear," said Rarity in a trembling voice that said she wasn't. She cleared her throat and attempted to resume a braver, more dignified tone. "I think the important thing is that I managed to hurt her."

"Well, she almost did worse to you there," said Applejack.

"I know," Rarity admitted, "but I was just so angry at seeing that horrible brute terrifying those townsfolk that I lost my reason."

"I think you were just mad because she made you lose an eyelash," said Pinkie Pie.

"Well at least you're okay now," said Twilight. "And like you said, you were finally able to find a weakness."

"Yes. It's only her hair that's invincible," confirmed Rarity.

"That makes sense. Otherwise those needles wouldn't work," said Applejack.

"Um, but how do we get past her hair?" asked Fluttershy.

"That _is_ a tall order," said Applejack. "It's like it's got a mind of its own."

"Well, you saw how Rarity did it, right?" said Rainbow Dash. "We just have to keep the hair busy. If one pony can do it by herself, then all of us together could do it no problem! The five of us will just keep attacking it over and over and that'll leave her body open so Twilight can stick her with that needle!"

Twilight thought for a moment, then conceded "It's risky, but it's all we've got. We don't have any more time."

"That's right!" said a chilling voice coming from nearby. "You don't!"

The ponies turned around and saw Despise. The hair of her mane was wrapped around the branch of a tall nearby tree and she was hanging from it like a demented monkey. She stared down at them, her wide grin almost literally glowing.

All of the ponies jumped back in surprise, but Rainbow Dash quickly overcame her initial shock. "That just makes it easier! Let's get 'er!" she shouted as she took off and flew straight towards their adversary.

An unprepared Twilight began to cry out "Rainbow, wai—"

But she was too late. While still hanging by her mane, Despise's tail stretched out and in the blink of an eye formed into a thin wall. Rainbow Dash hit it at speed head-on and the collision sent her crashing back to the ground.

Despise swung herself back and forth to gain momentum. Once she had enough, she released herself, flipped in mid-air, and began to descend hooves-first straight onto Rainbow Dash. Rainbow Dash still had enough will in her to get back into air and out of the way faster than Despise could land. Despise fell past her, landing on the open ground which shook with the impact.

Twilight, Rarity, and the Earth Ponies backed away from their opponent, but kept their eyes fixed. Fluttershy took to the air to join Rainbow Dash.

Rainbow Dash looked down at Despise. "Ha!" she yelled. "You missed m—"

Her gloating was cut off when a strand of Despise's hair lashed out at her, wrapped around her neck and yanked her to the ground. Rainbow Dash had already blacked out, but Despise still pushed her hooves into the Pegasus's torso. She smiled. "No. I didn't."

Rainbow Dash's defeat drove the rest of the ponies to attack at once.

"You. Leave. Her. _Alone_!" screamed Fluttershy angrily as she dived toward the evil pony that had incapacitated her friend. Before her assault got anywhere near Despise, though, a large part of the pony's mane split down the middle and formed two propellers, propellers that spun faster than the wheels of a wagon rolling downhill. The transformation was so instantaneous that Fluttershy couldn't react. Like a bird that didn't see the windmill, she dove straight into the vortex. The spinning hair trapped her and forced her to take a hit from each and every one of its rotations. Her body tumbled through the tornado, taking blow after blow from the blades until finally one revolution knocked her downward. She hit the ground hard and joined Rainbow Dash in unconsciousness.

"Somepony needs a good kick in the behind!" declared Applejack as she circled around Despise. Once she reached the mad pony's backside, she got into position to give Despise the hardest mule kick she could muster. But as soon as she extended her legs, Despise's tail wrapped around her hooves, picked her up and slammed her on the ground. Then it lifted the stunned pony again and slammed her down a second time. It did this over and over again, putting more force into it each time. Applejack had already blacked out by the time the hair stopped pounding her into the ground and threw her into a nearby tree.

"Yoo-hoo!" Pinkie Pie called out to Despise. The monstrous mare's eyes shifted over to her where they saw another pie heading straight towards them. Despise's left bang split in two. One lock of hair shot out directly underneath the airborne dessert, then reached up and grabbed it by the pan, stopping it inches from Despise's face. The other strand stretched out even further and wrapped itself around Pinkie Pie like a cobra.

"The joke's old," said Despise as the part of her hair holding the pie turned it around and drove it into Pinkie Pie's face. The lock holding Pinkie then turned her around and tossed her into the wall of the nearest cottage. Pinkie hit the wall so hard that it cracked. She toppled backwards onto the ground unconscious, the pie and its pan still covering her face.

"Are you ready for round two?" said Rarity as her horn lit up to deliver yet another onslaught of light.

"This time, yes!" said Despise as she removed her eyes from Pinkie Pie and focused them on the attacking unicorn. Her right bang shot out and wrapped around Rarity's horn right before she could fire the first shot. With nowhere to go, the light magic exploded on Rarity's horn, sending searing pain tearing through her head. She screamed as Despise's hair released her and she collapsed on the ground, her hooves holding her head in agony.

Within the short amount of time it took Twilight to levitate a needle out of the satchel she was carrying and get it into position to fire into Despise's body, the demented pony had taken down each and every one of her friends with relative ease. With all of her other rivals defeated, Despise turned her menacing stare over to Twilight. Twilight kept her eyes fixed on her while keeping the syringe she intended to use hovering in the air, trying to appear unafraid of the pony in front of her. However, her body was visibly trembling.

Before Twilight could even flinch, a strand of hair darted out and snatched the blue needle from the air and held it in front of Twilight's face. "Out!" Despise screamed and her hair flung the antidote backwards and out of sight.

The hair immediately followed up by reaching around Twilight's neck and ripping the satchel off of her like a poorly-sewn patch. 'And you don't need these either!"

The force of the hair's grab yanked Twilight forward, almost causing her to lose her balance. Once her hooves stabilized, she looked up and saw the strand of hair that had grabbed her satchel swinging it around like it had done with Fluttershy earlier. It whipped back and sent the bag of syringes flying back towards the center of town, near where Twilight and the others were before falling back to this area.

Twilight's friends laid all around her and her enemy and that enemy's only known weakness was just sent soaring into the distance. Twilight had stood against this pony before on her own and failed. There was only one choice left. Quickly turning to face the direction that the satchel was thrown in, Twilight galloped away and didn't look back.

"You ponies sure love to run!" said Despise mockingly. "Well, that's fine by me." The hair of Despise's mane and her tail each split into two parts that looked like large bent blades. Each of them stuck their tips into the ground and instantly grew longer, hoisting Despise's body into the air. Then the front-right blade lifted itself out of the ground and took a step forward, followed by the front-left blade, then the two rears. The motions repeated, creating a complete walk cycle. They were like giant spider's legs, crawling towards their prey at a frightening pace while Despise herself dangled at the top of them like a ragdoll. Each step shook the ground and crushed anything that happened to be beneath it.

Twilight turned her head just enough to see the monstrous form that was chasing her. Her eyes widened and she gasped. Quickly she whipped her head back faced forward again, as if hoping that not looking at Despise would somehow make her vanish.

The sounds kept getting louder and louder to Twilight. Despise was closing in, but the satchel was in sight now. As soon as she was in range, Twilight lit her horn and began to levitate the bag of needles, but her magic was interrupted. One of the giant legs came bearing down on the satchel, landing between the strap and the bag with a heavy thud.

Twilight was startled, but not stopped. She began to change her course to move around the giant blade of hair to get to the bag of the satchel itself. This was futile. Just as she was about to go past it, the hairs of the blade spread themselves out in both directions, forming a curved wall that Twilight hit head-on. Twilight grunted as collision with the wall knocked her to the ground. Quickly she rolled over and got back on her hooves. She saw that she was surrounded in every direction by green hair. Each of the four legs had spread itself out like the one she had collided with. She was now inside a dome. And dangling from the top of the dome and glaring at her much like she was in the tree before, was Despise.

"Welcome to the big top!" Despise quipped. "I can't wait to see what act you'll do for me next!"

Twilight's eyes shifted back and forth, looking for a way out or something to aid her. They found none. She could see the strap of the satchel still wrapped around the hair that had pinned it, but unfortunately the bag itself was outside of the dome.

Twilight began to tremble as she looked up at her captor. "Wha-what do you want from us?"

"I want you to suffer!" Despise exclaimed.

"Wh-why?" asked Twilight anxiously.

"I hate you. I hate your friends. I hate every pony I've met, and every one that ever will exist."

"..but why—" Twilight tried to ask.

"—because I do!" screamed Despise. "I live for your pain. The sound of ponies suffering is the greatest gift they can give me. It's music to my ears."

Twilight was shivering with fear at the words said by Despise's screeching voice. Willow seemingly found something to love about everypony, but Despise was her opposite and therefore only found things to hate. It was that simple. There was no negotiating and no way to change her mind. Twilight's eyes started to water as she began to accept her fate.

But then her ears perked up. She heard something coming from outside the dome. It sounded like scratching, like somepony trying to get in. More curiously, the sound's source kept rising. Was someone climbing Despise's hair? The entire dome started to twitch and vibrate, but it quickly returned to its hardened state. It was as if the hair itself was trying to react to whatever was climbing it, but its master didn't allow it.

"Anyway," continued Despise. "Like I said, this is the circus and it's time to tame the lio—"

Despise suddenly cut her speech off and began to scream. It echoed throughout the dome she had created and Twilight feared going deaf. As she covered her ears with her hooves though, the scream faded and she looked up to see Despise slowly being lowered to the ground by her own hair. Her eyes were shut and she hung motionlessly until her body softly landed on terra firma.

The dome of hair was loosening and began to deflate like a balloon. Soon it gently landed on Twilight, covering her completely. Twilight shook it off and found that she was outside once again.

Despise's hair was not only flattening, but receding, retracting to its original dimensions. Twilight looked towards the center of the hair at the pony's body. It was then that she saw what had saved her. In the pony's back was a syringe containing a familiar blue liquid. It was planted firmly in a very narrow part in the middle of her mane. Even for a needle it would have been a small target, but outside of the dome the pony had created it would have been the only part of her exposed at the time.

More importantly though, lying on the pony's back just below the syringe was the one who had administered the Antaxium.

"Spike!" Twilight said excitedly as she made her way over to him. As soon as she was within reach she wrapped her forelegs around him and held him tight against herself.

"Ow-ow-ow!" Spike exclaimed. "Watch it. I'm still a little sore."

"Oh, I'm sorry," said Twilight letting go of him.

"I took him back to your place but refused to stay," said Mrs. Cake as she emerged from behind the building where she had apparently been hiding. "He demanded over and over that I bring him back to you. I finally gave in."

"Well, I wasn't going to get much rest anyway," said Spike in a weak voice that said he still wasn't in good shape. "Too many screaming villagers. Besides, it was my job to keep Willow in check, right?"

"Yeah, well, you're _very_ late," said Twilight sternly. But then, she smiled and gently placed her hoof on his shoulder. "But at least you're here now."

Spike returned her smile. "I'll always be here, Twilight."

"That's very sweet, you two," said Mrs. Cake sincerely, "but, um, what do you suppose we should do about Willow?"


	10. Chapter 10

When Willow's eyes opened, she was looking up at a very plain, beige ceiling. Out of the corners of her eyes, she could see that the walls of this place were just as unremarkable, save for a simple brown wooden door here and there. The only thing noteworthy was that the walls and ceiling were moving, or rather she was moving in relation to them.

Furthermore, she quickly discovered that she couldn't move her body at all. Squirming was about the best she could do. She was being held down by something — or rather several somethings — wrapped around her body. They were straps and while she couldn't discern the material they were made of, she had already declared them inescapable in her mind. She felt weak, and these straps would be a challenge even at her full strength.

Her ears picked up the sounds of several small wheels turning below her, one of which squeaked every so often. Also every so often she could very faintly hear ponies talking among themselves, especially when she passed by the wooden doors, though she couldn't make out any specific words.

These weren't the most troubling sounds, though. The noises that had Willow worried were the clopping of hooves coming from every direction. They sounded heavy, like the marching of several powerful stallions.

Willow's strength began to return gradually, and with it her vision and mental focus sharpened. She surveyed her surroundings again. In addition to the doors, she could also see the occasional poster or chart hung up. She couldn't read them at this distance, but she could see enough to tell that they were all health- or medicine-related. These observations, along with the sound of the wheels beneath her and the state of being on her back, allowed her to confirm her location — she was in the hallway of a hospital laying on a gurney that was being pulled to a destination unknown to her.

As for who was pulling her, the answer came just as quickly. Following behind her were two large stallions, both wearing heavy, regal-looking armor. They followed Willow's gurney expressionless, with their eyes focused firmly on the path ahead and the sounds of their powerful hooves hitting the ground as they walked were a match for what Willow's ear had picked up. Willow lifted her head back. She could see yet another stallion in front of her. This was the one the gurney was hitched to, the one carrying her to wherever they were going.

Willow cleared her throat and tried to speak to her apparent escorts. It was strangely difficult. It felt like she hadn't spoken in a very long time.

"Hey, uh, colts! Um, what's with the entourage?" she asked. She was trying to sound casual and unassuming. Her tone, however, made her fear known.

None of the armored ponies responded and the two that Willow could make eye contact with made no effort to do so. For a moment, there was nothing but eerie silence.

Then, an unexpectedly effeminate voice spoke up. "You are going to where you cannot harm anypony again."

Willow looked to her right. A tall white mare who had apparently been ahead of the group had now slowed down to walk alongside the traveling bed. She bore both the wings of a Pegasus and the horn of a Unicorn. Her mane and tail were long and comprised of many beautiful colors. She wore an elegant golden collar and an equally exquisite tiara, both with glistening purple gems at their centers. And the mare's cutie mark was that of the very sun itself.

"Whoah!" said Willow in amazement. "Somepony must be important. What's your bag, mare?"

Even when she first spoke, the white mare's tone was cold and indifferent. This didn't change in her response. "You may address me as your majesty!" she demanded. Much like the stallions around them, she kept her eyes looking straight into the distance and avoided even looking in Willow's direction. "And my duty to the people right now is to keep you away from them!"

The white mare's voice was powerful and authoritative. Willow's worries extended from voice to her facial expression. "Wha-what did I do?" she asked as her lips began to tremble.

"I think you know," said the mare sternly.

"I-I don't!" pleaded Willow. "I swear, ma— er, your highness! Did-that thing come out of me again? That-that thing just takes me over and I can't do nuthin'. Seriously, nuthin'!"

"_You_ just terrorized a village in _my_ kingdom, damaged its property, and injured several of its citizens," said the regal pony. "So, until the researchers find a way to remove your powers, you will stay at this hospital where you will be watched day and night by the mightiest of my guards. We have already reinforced the room where you will be staying. No matter how strong you are, you will _not_ be escaping."

"It ain't me!" Willow cried in desperation. "I want it gone too! I didn't mean to hurt nobody! Did-did you talk to Twilight? She's knows I ain't bad!"

Her captor's callous tone was unwavered. "Twilight Sparkle has told me enough. She informed me that you are the daughter of an insurrectionist. She told me how he made you into a weapon designed to destroy me and my sister. She told me how you transformed into a monster capable of nothing but violence."

Willow now realized who she was being held captive by. This was Princess Celestia, one of the two alicorns her father had tried to overthrow. Now his daughter was in the hands of his mortal enemy, and that enemy had no reason to show her mercy.

Overcome with fear, she could no longer answer her accuser. Her eyes were filled with tears as the guard pulling her gurney turned around a corner at the end of the long hallway. Around that corner was another hallway, but this one was dark and only barely illuminated by red emergency lights, as if no one had ever used it. The group escorted Willow down this hallway only a little ways before they stopped in front of a pair of gigantic double doors sealing by a large, heavy-looking beam.

Willow shivered in misery. This was to be her life now. She had freed herself from that chamber only to become a shut-in at Twilight's place, and she got out of there only to be locked away in some dark corner of a hospital. All she was doing was going from one prison to another and to another. Fear and frustration cycled through her mind as all hope faded.

Celestia lit her large horn and levitated the beam off of the double doors. She leaned it against the wall as the two guards who had been following the gurney stepped out front and opened the doors themselves. The guard pulling Willow's gurney moved her into the room. The others followed him and shut the doors behind them.

Willow's eyes were closed as tears continued to stream from them and the sounds of the doors opening and closing felt like somepony pounding on her heart. However, upon entering the room Willow saw through her eyelids that the room was curiously bright. Even more odd was the smell. Her nostrils could pick up multiple scents, none of which she associated with a hospital, let alone a prison. It made her just curious enough to change her mind about keeping her eyes closed.

When she opened them, the sights they took in made her gasp. This wasn't cramped cell or dull hospital room. It was as wide open as a warehouse and its floor was covered in...grass? Yes, it was grass, fresh and green as if planted by a diligent farmer during the best of seasons. And almost covering that grass were trees, trees of all sizes and all kinds from evergreen to palm. They were also all accompanied by a wonderful variety of bushes and shrubs. Finally, as if to enhance its beauty even further, one of the walls was transparent, and it showed an incredible view of the clean countryside outside of the hospital.

Willow's eyes widened as her emotions completely inverted. It was like an oasis, an incredible indoor garden made just for her. She was swaying her head back in forth, trying to take it all in and wishing that she wasn't still strapped to the gurney. Then all of sudden, she felt the straps that had been holding her in place begin to loosen, including one that had been tying her hair down which hadn't noticed until now. She looked down and saw all of them being unbuckled by no one, by magic.

She turned to the Alicorn beside her. The Princess's horn was lit and her scowling expression turned warm and welcoming as she told Willow, "Twilight also informed me that you like plants."

As soon as the last strap was unfastened, Willow sprung from the gurney and darted for the palm tree nearest her. She placed her front hooves on it, trying to confirm if it was real. Satisfied that it was, she bounced over the nearest bushes, then to another tree, then a few more bushes, then another tree. It was like watching a filly's first day at Sugarcube Corner and Willow tripping over her own hair every so often only made the sight more amusing.

After all but hugging an evergreen at the far end of the room, Willow followed a trail of shrubs on her way back to the pony who had brought her here. "How-how'd ya pull a gnarly dig like this!?" she asked her in disbelief.

"Oh, it wasn't that difficult," said the Princess. "We had time. We've kept you sedated for about a week."

"A _week_!?" exclaimed Willow.

"Well, um, yes," said Celestia. "We...couldn't risk another one of that creature's attacks, so—"

"You did all this in a _week_!?" Willow interrupted. "Mare alive, I guess you know how to work that horn."

The Princess laughed. "Well, I am an Alicorn, after all. I'm also a Princess, so I was able to get help from a few of my very talented subjects."

Willow was still turning her head back and forth to look at her surroundings while Celestia was talking. However, as soon as Celestia mentioned her subjects, Willow's gaze returned to the Princess.

"How-how is Twilight?" she asked timidly.

"She's perfectly fine," Princess Celestia assured her. "Although, she's very busy at the moment."

"What with?" asked Willow.

Celestia paused for a moment before replying. "Twilight feels responsible for your — I mean, Despise's — attack since she let you into Ponyville, so she decided to help in repairing the damages to Sugarcube Corner and make amends with townsponies. In the meantime, I decided to construct this place so you would be safe and comfortable while we study your condition."

"I dig," said Willow. "Do-do you know what's goin' down with me?

Celestia shook her head. "I examined you with my magic while you were unconscious and I could certainly sense that there was something very wrong, but I regret to say that I do not know how to treat it."

Willow frowned at the Princess's answer. Her eyes turned to the ground.

Celestia walked closer to Willow and put her hoof on her shoulder. "Don't worry. I have sent Equestria's best researchers in alchemy, magic, and medicine to this hospital. They will find a way to undo what your father did."

"Did-did you know my old man?" asked Willow looking back up at her.

Celestia lifted her hoof off of Willow's shoulder and turned to look at the wall-sized window viewing the countryside. "I didn't know him personally," she explained. "Luna and I were certainly aware of his reputation, but our kingdom was still very young then and we were too occupied with getting things in order to visit local celebrities. It never occurred to us that he was a Discordian."

Willow joined Celestia in gazing out the clear wall. "So when I disappeared, that didn't ring a bell?"

Celestia shook her head again. "Your father was the one who reported you missing. He sent the local forces looking for you. Of course, they never found you. It was just a rabbit trail. His brother was a suspected of kidnapping you for a while, but he was found innocent. I suppose we now know why."

"His _brother_? So, like, I had an uncle?" asked Willow looking back at the Princess.

"You certainly did," confirmed Princess Celestia. "And actually, because of him you may have some still-living relatives as well. Your father never married again and you were his only foal, but his brother had several fillies and colts. I remember that because he was an Earth Pony that married a Pegasus. That was so unusual at the time that all of Equestria was gossiping about it."

"Far out," said Willow.

"Your Majesty," called out one of the guards standing by the double doors. One of the doors was opened slightly, and he looked like he had been talking to some on the outside.

"What is it?" asked Princess Celestia.

"She has visitors," said the guard.

Willow looked at Celestia. "Do...I get to have visitors?"

The Princess smiled. "Of course." She called back to the guard. "Send them in!"

The guards opened the doors and Willow galloped towards them, eager to see who was coming to see her.

Right outside of the doors were five ponies Willow knew well. Fluttershy, Rarity, Applejack, Pinkie Pie, and Rainbow Dash were all there to greet her.

Willow shouted excitedly, "Critter mare! Fancy mare! Country mare! Funny mare! Awesome mare! How's it hangi—"

She cut herself off as soon as her eyes caught up with her brain. All five of the ponies were bearing a similar facial expression, featuring a timid smile and curiously lifted eyebrows. They looked as if they weren't sure whether to be happy or scared out of their minds. Willow quickly concluded this was for the same reason that each of them were dotted with bruises and bandages and the reason that they were all in wheelchairs. The Princess did mention that Despise injured several townsponies.

Willow put her left hoof behind her head. "Uh, well, this is awkward..."


	11. Chapter 11

It had been a week since Willow began her incarceration at the hospital and, while she still wanted to be free, she was not uncomfortable. In addition to having the most amazing hospital room of all time, she was waited on as if she were the very Princess who had ordered her to be contained. Meals were delivered routinely and workers would come by periodically to keep the Greenhouse — as it came to be known — beautiful and healthy.

That isn't to say that there were no negatives, however. There was a reason why she was being kept there, after all. The monster, Despise, frequently tried to resume control of her body. This was the only thing that made Willow grateful for being constantly watched. It was certainly unnerving having almost no privacy, but at least whenever she felt her consciousness fading and saw that ominous green haze fill her eyes there was always somepony there with the Antaxium to stop Despise from emerging.

Still, there was the endless testing, too. Alchemists, Unicorn Wizards, and Doctors were always coming in to try this cure or that remedy, none of which were ever successful. She had also already been examined by more types of specialists than she knew existed. None of them ever told her what the results of the studies were, and she had the feeling that was because they found nothing at all.

The beautiful indoor garden prepared for her and the incredible view through her large window had both proven to be double-edged swords. She thought they were wonderful, but sometimes they just intensified her yearning to be free, to explore the real world instead of this mare-made imitation.

At least the Princess had kept her word about allowing visitors. Ponies came in all the time, even outside of the ones that were trying to study her. Of course, most of the visits were from Rainbow Dash and the others that she saw on her first day since they were being treated at the same hospital. The latest she had heard though was that all of them were going to be released soon as their wounds were healing.

Willow did get to see Twilight Sparkle herself more than once, but she was busy and her visits were always very brief. She did mention to Willow though that she was trying her best to decipher her father's journal any time she got the chance. This filled Willow with a great amount of hope. If anypony was going to find the cure, she was certain it would be Twilight.

It was getting late and Willow sat and looked out the clear wall to watch the sun go down. This was becoming her routine. To her it was a rather spiritual experience. Watching the big ball in the sky sinking into the horizon to the sound of silence made her feel more at peace with her situation

Well, at least it was usually silent. This evening, however, Willow's witnessing of the sunset was interrupted by a loud bang coming from the other side of the double doors. It sounded like somepony ran into it at full speed.

A little startled, Willow whipped her head around to look at the doors. At first, nothing happened after the initial thud, but then she heard a sound she had grown quite accustomed to — the sound of the door's beam being lifted.

Soon after she heard that sound, the right-hand door was opened by one of the guards. He was talking to somepony she couldn't see.

"Are you okay? Good. Uh, next time wait for us to actually _open_ the door, okay?" Willow heard him say to whoever was in the hallway.

Once the door was completely opened, Willow's guest entered the room. She was a Pegasus, a Pegasus with a gray body and a blonde mane. She was carrying what looked to be a mailbag. Willow also noticed that there was something odd about the pony's eyes. It looked as if they weren't positioned in their sockets correctly. Willow assumed that this was because the strange Pegasus had just apparently ran — or rather, flew — straight into a very thick door. The pony was still holding her hoof up to her head as she hovered over to the room's only other occupant.

"Hi! Are you Window?" the Pegasus blurted out to Willow as if she was clear across the room, even though they were now almost uncomfortably close.

"Uh...the _window's_ over there, mare," said Willow trying not to laugh at her guest's butchering of her name. "If you're lookin' for _Willow_, though, that's me, uh, most of the time."

The gray pony reached into her mailbag, pulled out an envelope, and looked at the front of it. Willow could see now that the pony's usual eyes had nothing to do with the blow to the head she received, at least not the most recent one. Those were genuinely her eyes. This realization only made Willow wonder how the pony was able to read the envelope at all, since each eye was looking in a different direction.

"Oh yeah! It _is_ Widow!" exclaimed the Pegasus as she handed the Earth Pony her mail.

"Well, I ain't never even been _hitched_, but close enough," joked Willow as she accepted the envelope. She looked at the front to determine who the sender was. "Hey! It's from Smarty Mare!"

"It's actually from Twilight," said the delivery pony. "I think she said it's something from your Dad."

"Wha...?" Willow said, confused. "I'm — Dad ain't gonna be sending me nuthin'. I mean, unless he left it with some relative or —"

Willow stopped herself. A revelation came rushing to her. She remembered the picture of her and her father that Twilight showed her. He was gray and had a blonde mane. She also remembered Twilight telling her that he was very clumsy. Also, didn't Princess Celestia say that his brother married a Pegasus?

Willow lowered the enveloped and looked up at the strange pony hovering in front of her. Her eyes widened. Could it be...

She struggled to find her words. "Uh, um, hey you, um wouldn't happen to be related to the Voidsdales, uh, would ya?"

Willow stared at the pony.

The pony stared at Willow.

Willow stared at the pony

The pony stared at Willow.

Willow stared at the pony.

The pony stared at Willow.

Willow stared at the pony.

Then the wall-eyed Pegasus smiled as she blurted out, "I have no idea! Well, gotta run!". She then turned around and flew straight out of the open door, narrowly missing both it and its guard.

Willow stood frozen for a moment as her mind tried to grasp what just happened. Her mind having no luck with that, she shrugged and returned to the piece of mail in her hand.

Upon opening it, she found two slips of paper, one short and one long. The shorter one was on top so she decided to start there.

_Dear Willow,_

_I'm so sorry that I couldn't give this to you in person, but I'm still very busy._

_I'm even more sorry though that you have to go through all of this, but it really is the only way the Princess and I could think of. I'm working closely with all of the ponies who are studying you and we've found a few possibilities, but all of them are going to take time. I discovered that Pinkie Pie has a natural talent for deciphering your father's Discordian Alchemy formulas and that's helped some, but not as much as I hoped. It's one thing to understand how he did this to you, but it's another thing to undo it._

_Still, there is some good news. Some of the researchers think they've found a way to keep Despise from taking you over for a longer period of time, as in maybe weeks! If they can do that, you may be able to come back to Ponyville! I'll keep you posted!_

_Anyway, the main reason why I sent you this is that I found a journal entry in your father's book that I think you should read. I didn't want to tear the page out (I treat my books better than that!), so I copied it for you down to the letter._

_I'll be seeing you again soon!_

_Sincerely,_

_Twilight._

Willow put Twilight's letter aside and looked at the larger piece of paper. She quickly learned that Twilight was not kidding about copying the journal entry "to the letter". She even accurately imitated her father's hoofwriting. Fortunately, her father's writing was legible.

_The test subject for my experiments was my own daughter, Willow. I didn't want to mention it in this journal in case it were ever discovered. If anypony found the lab and consequently this journal, I could still deny that Willow had any part in my experiments. That way, even if I were captured, she could still be free, free to do what ponies her age do without having to worry about her father's crazy ideas._

_But there's no point in hiding it now. If the authorities discover the lab and this journal, they will see her too. I placed in her in what I call a suspension chamber. It's a very large tube-shaped container and it would be obvious to anypony who comes down here. Unfortunately, it's the only solution I could think of: keep her in suspended animation until I can undo the damage I've done to her._

_That might be the true reason why I'm allowing myself to write about her now. I can't believe what I've done, but I also can't confess my crime to anypony. I turned my own daughter, a kind, peaceful pony that I loved very much into a monster._

_Willow never cared about my faith in the God of Chaos. She knew about it of course, but she was never interested. Before Discord was imprisoned, I tried many times to bring her to my point of view, but she cared more about being with her friends as well as all those accursed plants of hers for some reason._

_But then I came up with my plan to overthrow the Alicorns and I needed a test subject. I didn't know anyone in the town who I could trust to keep my secrets safe, no one except her._

_Willow hates all war and violence, so it definitely took some convincing, but ultimately I prevailed. After many weeks and who knows how many conversations, I finally got her to agree to be my test subject._

_I convinced her as I had convinced myself that we had a noble cause to fight for. We were doing what my Master would have wanted. We were going to liberate the ponies of this land from the tyranny of the Alicorns. I know now though that it was all lies and self-delusion. I was angry that my side lost the battle and I wanted to strike back. It was revenge, plain and simple, and I dragged my daughter into a half-baked scheme for retaliation._

_How that scheme went so horribly wrong is still beyond my comprehension. I expected her to gain strength and potentially even special powers, but how making those changes to her being resulted in the creation of a second personality that was the inverse of her own is baffling._

_The Antaxium I created is able to return her to her usual self, but it doesn't last and when/where she transforms again is so unpredictable that I can't just let her roam freely. Also, when the other personality emerges, it's difficult to inject her with it. I have scars that prove this._

_Therefore, the suspension chamber. It will keep her safe and alive until I can find a permanent fix. That doesn't mean I don't have to worry about time, though. If she stays in there too long, she will lose her memory._

_I just can't bare the thought of that happening. I don't want her to forget me, forget our relationship, forget everything we've been through. I want her to have a youth to look back upon, and I want her to remember me fondly, just as I think of her fondly each and every day._

_I placed a picture of us next to this journal to remind me of what I am now working towards. It's no longer about my ridiculous notions of vengeance. It's just about getting things back to the way they were. It's about bringing her back. _

_Willow's transformation erased her cutie mark, and eventually even replaced it. I promise, one day everypony will see her true mark again. It wasn't a circle of thorns. It was a leaf._


End file.
